3003009ABT0UCWO79Q77-2025-12-31-0-en.xhtml

– 1 –

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for

the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any

liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this

announcement.

joint stock company incorporated in the People’s Republic of Chinawithlimited liability under th

Chinese corporate name

華

泰

證

券

股

份

有

限

公

司

and carryingon business in Hong Kong as HTSC)

(Stock Code: 6886)

RESULTS ANNOUNCEMENT FOR

THE YEAR ENDED DECEMBER 31, 2025

The Board hereby announces the audited annual results of the Company and its subsidiaries for the year

ended December 31, 2025. This announcement contains the full text of the annual results announcement

of the Company for 2025, which is in compliance with the requirements of the Hong Kong Listing

Rules for the information set out in the preliminary announcement of annual results.

PUBLISHMENT OF THE ANNUAL RESULTS ANNOUNCEMENT AND THE ANNUAL

REPORT

This 2025 annual results announcement of the Company will be published on the websites of Hong

Kong Stock Exchange at www.hkexnews.hk and the Company at www.htsc.com.cn, respectively.

The annual report of the Company for 2025 will be published on the websites of Hong Kong Stock

Exchange and the Company, respectively, on or before April 30, 2026, and will be dispatched to the

shareholders of H Shares of the Company by the means of receipt of communications they selected.

DEFINITIONS

Unless the context otherwise requires, capitalized terms used in this announcement shall have the same

meanings as those defined in the section headed “Definitions” in this announcement.

By order of the Board

Zhang Hui

Joint Company Secretary

Jiangsu, the PRC, March 30, 2026

As at the date of this announcement, the Board comprises Mr. Wang Huiqing, Mr. Zhou Yi and Ms.

Wang Ying as executive Directors; Mr. Ding Feng, Ms. Yu Lanying, Mr. Ke Xiang, Mr. Jin Yongfu

and Mr. Chen Jianwei as non-executive Directors; and Mr. Wang Jianwen, Mr. Wang Quansheng,

Mr. Peng Bing, Mr. Wang Bing and Mr. Lo Kin Wing Terry as independent non-executive Directors.

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CONTENTS

Important Notice........................................................... 3

Definitions ............................................................... 6

CEO’s Letter ............................................................. 11

Company Profile and Key Financial Indicators ................................... 14

Management Discussion and Analysis and Report of the Board ...................... 28

Corporate Governance, Environment and Society ................................. 131

Major Events ............................................................. 263

Changes in Shares and Shareholders ........................................... 290

Bonds ................................................................... 315

Index of Documents for Inspection ............................................ 381

Information Disclosure of Securities Companies .................................. 382

Appendix I Main Business Qualifications ....................................... 383

Appendix II List of Branch Offices and Securities Branches ........................ 389

Appendix III Other Information ............................................... 417

Appendix IV Information Disclosures Index ..................................... 418

Financial Report ........................................................... 444

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IMPORTANT NOTICE

The Board of Directors, Directors and senior management of the Company undertake that the

information in this annual report is true, accurate and complete and contains no false record,

misleading statement or material omission, and assume individual and joint legal liabilities to

the information in this report.

This report was considered and approved at the third meeting of the seventh session of the Board

of the Company.

Directors absent from the meeting

Position of

absent Director

Name of absent

Director

Reason

for absence

Name of proxy

Director Ke Xiang Business engagement Yu Lanying

None of the Directors had objections towards this report.

The annual financial report prepared in accordance with the CASBE and the IFRS was audited

by Deloitte Touche Tohmatsu Certified Public Accountants LLP and Deloitte Touche Tohmatsu,

respectively, which issued a standard unqualified audit report to the Company.

Mr. Wang Huiqing, the person in charge of the Company, Ms. Jiao Xiaoning, the person in

charge of accounting, and Ms. Zhang Xiaodi, the officer in charge of the accounting office of

the Company (head of accounting department), hereby warrant and guarantee that the financial

report contained in the annual report is true, accurate and complete.

The profit distribution proposal of the Company for the Reporting Period which has been

considered and approved by the Board is as follows: the Company will distribute cash dividend

of RMB0.40 (tax inclusive) per Share. The proposal is subject to approval at the general meeting

of the Company. In addition, the Company has distributed the 2025 interim cash dividend of

RMB0.15 (tax inclusive) per Share in December 2025. The total cash dividend proposed to be

distributed for the Reporting Period is RMB0.55 (tax inclusive) per Share.

As of the end of the Reporting Period, the parent company had no unrecovered losses which had

impact on matters such as the dividend distribution of the Company.

Forward-looking statements including future plans and development strategies involved in this

annual report do not constitute the Company’s substantive commitments to investors. The investors

are advised to pay attention to investment risks.

There is no non-operating misappropriation of funds of the Company by any controlling

shareholders and their related parties during the Reporting Period.

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The Company has not provided any external guarantees in violation of the stipulated decision-

making procedures during the Reporting Period.

During the Reporting Period, there exists no such circumstance that more than half of the Directors

could not guarantee the authenticity, accuracy and integrity of the annual report disclosed by

the Company.

The report is prepared by the Company in both Chinese and English. In the event of any

inconsistency, the Chinese version shall prevail.

– 5 –

Warning on Major Risks

Domestic and external macroeconomy and monetary policies, laws and regulations on financial and

securities industries, changing trends in real economy and financial industries and other factors may all

have an impact on the Company’s business. Meanwhile, like other companies in the securities industry,

inherent risks in the securities market such as market volatility and market liquidity may also affect

the Company’s business.

Main risks in business operation faced by the Company include: policy risks arising from national

macro-control measures, changes in laws, regulations, relevant regulatory policies and transaction

rules in capital market and securities industry, which will adversely influence the business of securities

companies; compliance risks arising from business management or professional activities of the

Company or its employees violating laws, regulations or codes, which cause the Company bearing legal

responsibility, being subject to regulatory measures and disciplinary sanctions, suffering from property

or business reputation loss; legal risks arising from the Company’s failure to abide by provisions and

requirements of laws and regulations, which expose the Company to litigations, compensation and fines

and suffer from loss; market risks arising from change in market prices (i.e. interest rates, exchange

rates, stock prices, commodity prices, etc.), which make the Company suffer from loss; credit risks

arising from the default of financiers, counterparties or issuers, which make the Company suffer from

loss; liquidity risks arising from the Company’s inability to obtain sufficient funds at a reasonable cost

in time to pay matured debts, fulfil other payment obligations and satisfy the capital needs for normal

business; information technology risks caused by the failure of the Company’s network and information

system to ensure the stable, efficient and safe operation of transaction and business management in

terms of business realization, timely response, solving capacity and network and data security, resulting

from service capability abnormality or data damage and leakage out of internal or external reasons,

which make the Company suffer from loss; operational risks arising from incomplete or problematic

internal procedures, personnel, information technology systems and external incidents, which make the

Company suffer from loss; reputational risk of negative comments on the Company by investors, issuers,

regulatory authorities, disciplinary organizations, the public and the media arising from the Company’s

behaviors or external events, and employees’ violation of integrity rules, professional ethics, business

norms, and industrial rules and regulations, which may damage the Company’s brand value, hinder the

Company’s normal operation, and even undermine the market and social stability; money laundering

risks arising from the utilization of the Company’s products or services by criminals to engage in money

laundering, terrorist financing and other activities which lead to negative effects on the Company’s

reputation, operation, compliance and other aspects; model risks that cause adverse consequence or

loss to the Company’s businesses resulting from incorrect or inappropriate model design, development

or use; integrity risks arising from abuse of official power for personal gain by the employees of the

Company, which may cause harm or negative impact to the Company. Besides, with the advancement

of the Company’s internationalization strategy, the Company’s business expands into the United States,

the United Kingdom, Singapore, Vietnam, Japan, India, Hong Kong and other countries and regions,

and the Company is exposed to more complex market environment and regulatory requirements.

– 6 –

DEFINITIONS

In this report, unless the context otherwise requires, the following terms and expressions have the

meanings set forth below:

DEFINITIONS OF CAPITALIZED TERMS AND EXPRESSIONS

A Share(s) domestic share(s) in the share capital of the Company with nominal

value of RMB1.00 each, which are listed on the Shanghai Stock

Exchange and traded in RMB

APP Application

Articles of Association the articles of association of the Company, as amended, supplemented

or otherwise modified from time to time

Bank of Jiangsu Bank of Jiangsu Co., Ltd. (江蘇銀行股份有限公司)

Beijing Stock Exchange the Beijing Stock Exchange (北京證券交易所)

Board or Board of Directors the board of Directors of the Company

CAGR compound annual growth rate

CASBE the China Accounting Standards for Business Enterprises (中國企

業會計準則)

China or the PRC the People’s Republic of China

China Southern Asset

Management

China Southern Asset Management Co., Ltd. (南方基金管理股份

有限公司)

Communications Holding Jiangsu Communications Holding Co., Ltd. (江蘇交通控股有限公司)

Company Law Company Law of the People’s Republic of China (《中華人民共

和國公司法》), as amended, supplemented or otherwise modified

from time to time

CSRC the China Securities Regulatory Commission (中國證券監督管理

委員會)

Director(s) director(s) of the Company

FICC fixed income, currency and commodity

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Futures IB Business a business activity in which securities firms, as commissioned

by futures companies, introduce clients to participate in futures

transactions of futures companies and provide other related services

GDR global depository receipt

Govtor Capital Govtor Capital Group Co., Ltd. (江蘇高科技投資集團有限公司)

Group, Our Group, we or us the Company and its subsidiaries, and their respective predecessors

Guoxin Group Jiangsu Guoxin Investment Group Limited (江蘇省國信集團有限

公司, formerly known as Jiangsu Guoxin Asset Management Group

Limited (江蘇省國信資產管理集團有限公司))

H Share(s) foreign share(s) in the share capital of the Company with nominal

value of RMB1.00 each, which are listed on the Hong Kong Stock

Exchange and traded in HK dollars

HKEX Hong Kong Exchanges and Clearing Limited (香港交易及結算所

有限公司)

HK$, HKD or HK dollars the lawful currency of Hong Kong

Hong Kong the Hong Kong Special Administrative Region of the PRC

Hong Kong Stock Exchange The Stock Exchange of Hong Kong Limited (香港聯合交易所有限

公司)

HTSC, Huatai Securities,

our Company, Company or

Parent Company

a joint stock company incorporated in the PRC with limited liability

under the corporate name 華泰證券股份有限公司(Huatai Securities

Co., Ltd.), converted from our predecessor 華泰證券有限責任公司

(Huatai Securities Limited Liability Company) on December 7, 2007,

carrying on business in Hong Kong as “HTSC”, and was registered as

a registered non-Hong Kong company under Part 16 of the Companies

Ordinance under the Chinese approved name of “華泰六八八六股

份有限公司” and English name of “Huatai Securities Co., Ltd.”;

the H Shares of which have been listed on the Main Board of the

Hong Kong Stock Exchange since June 1, 2015 (Stock Code: 6886);

the A Shares of which have been listed on the SSE since February

26, 2010 (Stock Code: 601688); and the global depository receipts

of which have been listed on the London Stock Exchange plc since

June 2019 (Symbol: HTSC), unless the context otherwise requires,

including its predecessor

– 8 –

Huatai Asset Management Huatai Securities (Shanghai) Asset Management Co., Ltd. (華泰證

券(上海)資產管理有限公司), a wholly-owned subsidiary of Huatai

Securities

Huatai Financial Holdings

(Hong Kong)

Huatai Financial Holdings (Hong Kong) Limited (華泰金融控股

(香港)有限公司), a wholly-owned subsidiary of Huatai International

Huatai Foundation Jiangsu Huatai Foundation (江蘇省華泰公益基金會)

Huatai Futures Huatai Futures Co., Ltd. (華泰期貨有限公司), a wholly-owned

subsidiary of Huatai Securities

Huatai Innovative Investment Huatai Innovative Investment Co., Ltd. (華泰創新投資有限公司), a

wholly-owned subsidiary of Huatai Securities

Huatai International Huatai International Financial Holdings Company Limited (華泰國際

金融控股有限公司), a wholly-owned subsidiary of Huatai Securities

Huatai-PineBridge Huatai-PineBridge Fund Management Co., Ltd. (華泰柏瑞基金管

理有限公司)

Huatai Purple Gold Investment Huatai Purple Gold Investment Co., Ltd. (華泰紫金投資有限責任

公司), a wholly-owned subsidiary of Huatai Securities

Huatai Securities (USA) Huatai Securities (USA), Inc., a wholly-owned subsidiary of Huatai

International

Huatai United Securities Huatai United Securities Co., Ltd. (華泰聯合證券有限責任公司), a

wholly-owned subsidiary of Huatai Securities

IFRS(s) the International Financial Reporting Standard(s)

IPO the initial public offering(s)

IT information technology

Jiangsu Equity Exchange Jiangsu Equity Exchange Co., Ltd. (江蘇股權交易中心有限責任

公司)

Jiangsu SASAC State-owned Assets Supervision and Administration Commission of

Jiangsu Provincial Government (江蘇省政府國有資產監督管理委

員會)

– 9 –

Jiangsu Securities Regulatory

Bureau

Jiangsu Securities Regulatory Bureau of the CSRC (中國證監會江

蘇監管局)

Latest Practicable Date March 30, 2026

Listing Rules or Hong Kong

Listing Rules

the Rules Governing the Listing of Securities on The Stock Exchange

of Hong Kong Limited (as amended, supplemented or otherwise

modified from time to time)

London Stock Exchange or

LSE

the London Stock Exchange plc (倫敦證券交易所)

Model Code the Model Code for Securities Transactions by Directors of Listed

Issuers as set out in Appendix C3 to the Hong Kong Listing Rules

MSCI Morgan Stanley Capital International Index

NEEQ the National Equities Exchange and Quotations

NEEQ Co. Ltd. National Equities Exchange and Quotations Corporation Limited

(全國中小企業股份轉讓系統有限責任公司)

OTC over-the-counter

PBOC the People’s Bank of China

QFII qualified foreign institutional investor

Reporting Period the year ended December 31, 2025

Securities Law Securities Law of the People’s Republic of China (《中華人民共

和國證券法》), as amended, supplemented or otherwise modified

from time to time

SFO the Securities and Futures Ordinance (Chapter 571 of the Laws of

Hong Kong), as amended, supplemented or otherwise modified from

time to time

SFC the Securities and Futures Commission of Hong Kong (香港證券及

期貨事務監察委員會)

Shanghai Brilliance Shanghai Brilliance Credit Rating & Investors Service Co., Ltd. (上

海新世紀資信評估投資服務有限公司)

– 10 –

Shanghai Clearing House the Interbank Market Clearing House Co., Ltd. (銀行間市場清算所

股份有限公司)

Shanghai Stock Exchange or

SSE

the Shanghai Stock Exchange (上海證券交易所)

Shenzhen Stock Exchange the Shenzhen Stock Exchange (深圳證券交易所)

Singapore Subsidiary Huatai Securities (Singapore) Pte. Limited, a wholly-owned subsidiary

of Huatai International

STAR Market science and technology innovation board of SSE

USD or US dollar the lawful currency of the United States of America

VAR value at risk

Wind Information Wind Information Co., Ltd. (萬得信息技術股份有限公司), a service

provider of financial data, information and software in Mainland

China

% per cent.

In the 2025 Annual Report, any discrepancies between the total shown and the sum of the amounts

listed are due to rounding; and any discrepancies in the change percentages of an item are due to the

difference of currency unit of the item.

– 11 –

CEO’S LETTER

Dear Shareholders:

No worthy new journey is ever marked on an old map.

In 2025, the pace of change has outstripped the expectations of most. On the one hand, the technological

wave represented by AI was accelerating its penetration across the entire industrial chain. From

computing infrastructure to end-application scenarios, technological variables were rewriting the rules

of competition within the industry. On the other hand, China’s advantageous industries were integrating

into the global deployment on an unprecedented breadth, shifting from the export of manufacturing

capabilities to the comprehensive establishment of brands, R&D and supply chain networks. Against the

macroeconomic backdrop of a persistently declining interest rate trend and a profound transformation

of the growth models, the underlying logic of financial services was also being redefined, and the

industry depth, global perspective and technological foundation were becoming the core capabilities

across economic cycles. This is our fundamental assessment of the industry’s future, and also the

starting point for all strategic decisions.

In the face of this transformation, we have once again chosen to embark on a new journey -not to

negate the past, but to examine ourselves from a broader perspective and to drive innovation with

greater courage. We seek breakthroughs across three dimensions: business logic, service chains and

organizational culture. We anchor our long-term direction amid uncertainty, and accumulate the capacity

to weather changes across economic cycles through transformation. In 2025, the Company achieved

steady growth in operating performance, further consolidating its leading position of comprehensive

strengths in the industry. As of the end of 2025, the Group’s total assets amounted to RMB1,077.348

billion, and total equity attributable to the shareholders of the Company was RMB206.939 billion.

In 2025, the Group achieved total fee and commission income of RMB47.220 billion, and net profit

attributable to the shareholders of the Company of RMB16.383 billion. The Company’s MSCI ESG

rating remained at AAA, the highest rating level in the global investment banking industry.

From Tools to Mindset: Redefining the Investment Bank with AI

We often discuss a question within the Company: what is the most irreplaceable value of an investment

bank? Our answer is the ability to price risk assets. Underpinning this is a deep understanding of industry

logic, extensive coverage of high-quality assets, the courage to validate valuations with real capital,

and the ability to structure various assets and risks into financial products and efficiently match them

with global investors. In the past, these capabilities relied heavily on individual experience. However,

as industry transformation accelerates and the volume of information grows exponentially, human

resources alone can no longer cover the required depth and breadth. The transformation brought about

by AI is not a simple overlay on existing processes, but a fundamental restructuring of how value

is created – it enables us to transcend individual limitations, aggregating insights and data scattered

across different business lines, geographic teams, and timeframes into a unified, continuously iterating

intelligent foundation. This achieves a qualitative leap in the depth and timeliness of asset valuation,

as well as the breadth and precision of services for diverse client bases.

– 12 –

In 2025, we undertook two key initiatives. Firstly, we built an AI-driven intelligent investment

research system and a company-wide data infrastructure, taking industrial sectors including new

energy, intelligent driving, and innovative drugs as breakthrough areas. By systematically integrating

industrial data and professional expertise accumulated from investment research, investment banking,

trading, and risk management, we achieved dynamic tracking and in-depth analysis of the full industrial

panorama, ensuring that judgments embedded in every transaction, every research piece, and every

service could be structured and reused. Secondly, we used client-facing trading tools as a lever to

advance the full AI-enabled integration of the entire business chain. The “AI ZhangLe” APP, launched

in October 2025, is the industry’s first AI-native financial trading terminal, which has fundamentally

reshaped the interaction between investors and financial services. Its significance lies not only in the

innovation of service models, but also in driving the full connectivity of back-office data governance,

investment research, trading, and risk management systems. AI-driven transformation is by no means

an overnight effort, yet this is not a choice but a mandatory strategic imperative: we will make data-

driven industrial insights, intelligent client services, and integrated business collaboration the core

competitive strengths of the Company.

From Going Global to Rooting Deep: Integrating into the Global Value Chain

The globalization of Chinese enterprises is undergoing a qualitative shift: it is no longer simply expanding

abroad, but truly evolving into entities rooted in China with global footprints. Global investors’ allocation

appetite for Chinese assets is also shifting from wait-and-see exploration to active positioning. This

process urgently demands comprehensive financial support from investment banks with international

capital operation capabilities and a deep understanding of Chinese industries. Huatai is determined to

be such a partner: grounded in a profound understanding of Chinese industries and supported by global

professional capabilities, we accompany Chinese enterprises in their global expansion.

Huatai’s internationalization commenced with its H-share listing in 2015. Over the subsequent decade,

we forged ahead steadily, gradually establishing a global value chain system covering Asian, European

and American markets while accelerating expansion into more emerging markets. In the course of

globalization, we have acknowledged the gaps with international investment banks. We have cultivated

core capabilities with cross-border transactions as the breakthrough point, and maintained sustained

investment in global trading platforms, cross-border risk management systems and localized team

development. Relying on our in-depth understanding of Chinese enterprises and Chinese assets, we

have forged a differentiated international development path with distinctive Huatai characteristics.

In 2025, our progress along this path became even more pronounced. In terms of corporate client

services, we fully capitalized on the recovery of the Hong Kong IPO market, acting as sponsor for 22

Hong Kong IPO projects, ranking third in the market, and participating in 8 of the top 10 Hong Kong

IPO projects. We have successively assisted renowned enterprises in biomedicine, smart manufacturing,

new energy vehicles and other sectors to list on the Hong Kong stock market. In terms of institutional

client services, we actively expanded our global business network and enhanced our global asset

allocation capabilities. Our global trading platform now connects major financial centers including Hong

Kong, New York, London and Singapore. Key businesses such as equity derivatives and FICC have

maintained market leadership, and our HKD-RMB dual-counter market-making business has achieved

– 13 –

full coverage of underlying securities. In terms of wealth client services, we actively promoted the

integrated onshore and offshore operation of private banking clients and continuously expanded our

overseas product and service portfolio. The product matrix under the Cross-Border Wealth Management

Connect Southbound scheme now covers multi-currency mutual funds and bond products, and our

global asset allocation services continue to deepen. Behind these milestones is a global service network

taking shape, enabling Huatai to provide trustworthy financial services in any market and any time

zone as required by clients.

From Convention to Innovation, Reshaping Organizational Culture

Over more than three decades of development, behind each transformation and leap forward of Huatai

has achieved lies a renewal of its cultural genes. Given the current scale of the Company, moving

forward requires not only refinement at the business level, but also a deep evolution of the organizational

culture. In 2025, we refined Huatai’s cultural consensus with simple words, returning to the most

fundamental questions. What is the value of our existence? It is to create genuine professional value

for customers – making customer needs the starting point of all businesses. What determines how far

we can go? It is professionalism – having professionals do professional work, striving for a leading

market position in every business, and forging differentiated competitiveness through technology and

innovation. What is the most irreplaceable asset of the Company? It is people. This answer is more

important than the previous two – a mechanism that respects professionalism and encourages creation

enables talents to stand out, an open culture makes global outstanding talents willing to gather here,

and a diverse team brings business resilience and depth.

Culture is not a slogan hung on the wall; it is the execution system of strategy, determining how each

person thinks, makes decisions and acts. This understanding is particularly crucial in the AI era. As

technology can handle an increasing number of standardized tasks, competition among organizations

will ultimately return to a contest of human creativity. We propose the concept of “from tool to tool

user” – not to make people the appendages of machines, but to enable people to return to truly value-

creating work: independent judgment on industrial trends, in-depth understanding of customer needs,

creative solutions to complex problems, and the establishment of trust relationships among people.

These are irreplaceable by AI, and precisely the most essential value of financial services.

Over the past 35 years, what has constantly changed are the tools and technologies, but what has

remained unchanged is the original aspiration of every Huatai person to serve the real economy and

create long-term value for clients. New lands cannot be discovered with old charts – reconstructing

business with AI thinking, expanding boundaries with a global perspective and unleashing human

creativity through cultural innovation constitute the strategic fulcrums of Huatai for the next three

to five years. True competitiveness does not lie in the performance figures for a certain year, but in

whether a future-oriented capability system has been established. While the path forward is fraught with

uncertainty, uncertainty should never be an excuse to halt. Instead, it represents the greatest window

of opportunity for strivers. Huatai Securities will continue to embrace innovation with a pragmatic

heart, serve clients with a professional heart, and face the market with a reverent heart, co-creating

sustainable long-term value with all stakeholders.

CEO Zhou Yi

March 30, 2026

– 14 –

COMPANY PROFILE AND KEY FINANCIAL INDICATORS

I. COMPANY INFORMATION

Chinese name of the Company 华泰证券股份有限公司

Abbreviation of Chinese name of the Company 華泰證券

English name of the Company HUATAI SECURITIES CO., LTD.

Abbreviation of English name of the Company HTSC

Legal representative of the Company Wang Huiqing

Chief Executive Officer and chairman of the Executive

Committee of the Company

Zhou Yi

Authorized representatives of the Company Zhou Yi, Zhang Hui

Registered capital and net capital of the Company

Unit: Yuan Currency: RMB

As at the end of

the Reporting Period

As at the end of

the previous year

Registered capital

9,026,863,786.00 9,027,302,281.00

Net capital

94,566,583,424.15 94,142,061,443.95

Qualifications of each business line of the Company

According to the business license issued by Jiangsu Provincial Market Regulation Administration,

the business scope of the Company includes: licensed items: securities business; securities

investment consultancies; sales of public offering securities investment funds; custody of securities

investment fund (Projects that need to be approved by law shall be carried out upon approval by

relevant authorities, and the specific business projects are subject to the approval results) general

items: providing intermediary referrals by securities company for futures companies (Except for

projects that need to be approved by law, business activities can be conducted independently

with the business license in accordance with the laws)

Please refer to “Appendix I. Main Business Qualifications” in this report for the main business

qualifications of the Company.

– 15 –

II. CONTACT

Secretary of the Board Representative for Securities

Name Zhang Hui Zhu Youwei

Address 11/F, Building 1, No. 228 Middle

Jiangdong Road, Nanjing, Jiangsu

Province, the PRC

12/F, Building 1, No. 228 Middle

Jiangdong Road, Nanjing, Jiangsu

Province, the PRC

Tel. 025-83387272, 83387780 025-83389157

Fax 025-83387784 025-83387784

Email zhanghui@htsc.com zhuyouwei@htsc.com

Joint company secretary Joint company secretary

Name Zhang Hui Kwong Yin Ping Yvonne

Address 11/F, Building 1, No. 228 Middle

Jiangdong Road, Nanjing, Jiangsu

Province, the PRC

40th Floor, Dah Sing Financial Centre,

No. 248 Queen’s Road East, Wanchai,

Hong Kong, the PRC

III. BASIC INFORMATION

Registered address of the Company

No. 228 Middle Jiangdong Road, Nanjing, Jiangsu

Province, the PRC

Historical changes in registered

address of the Company

In July 2015, the Company has completed the change

in business registration, and its registered address

was changed from “No. 90 East Zhongshan Road,

Nanjing, Jiangsu Province, the PRC” to “No. 228

Middle Jiangdong Road, Nanjing, Jiangsu Province,

the PRC”

Office address of the Company No. 228 Middle Jiangdong Road, Nanjing, Jiangsu

Province, the PRC

Postal code of office address of

the Company

210019

Principal place of business in

Hong Kong

62/F, The Center, 99 Queen’s Road Central,

Hong Kong, the PRC

Company website https://www.htsc.com.cn

Email boardoffice@htsc.com

Main exchange 025-83389999

Customer service hotline 95597 or 4008895597

Company fax 025-83387784

Business License Unified Social

Credit Code

91320000704041011J

Index of changes during the

Reporting Period

No change during the Reporting Period

– 16 –

IV. INFORMATION DISCLOSURE AND LOCATION FOR INSPECTION OF DOCUMENTS

Names and websites of newspapers

for disclosure of annual report

of the Company

China Securities Journal (https://www.cs.com.cn),

Shanghai Securities News (https://www.cnstock.com),

Securities Times (https://www.stcn.com),

Securities Daily (http://www.zqrb.cn)

Websites of the stock exchanges

for disclosure of annual report

of the Company

Shanghai Stock Exchange (https://www.sse.com.cn),

Hong Kong Stock Exchange (https://www.hkexnews.hk),

London Stock Exchange (https://www.londonstockexchange.com)

Location for inspection of annual

report of the Company (A Share)

No. 228 Middle Jiangdong Road, Nanjing, Jiangsu Province,

the PRC

Location for inspection of annual

report of the Company (H Share)

No. 228 Middle Jiangdong Road, Nanjing, Jiangsu Province,

the PRC;

62/F, The Center, 99 Queen’s Road Central, Hong Kong, the

PRC

Index of changes during

the Reporting Period

No change during the Reporting Period

V. SHARES/DEPOSITORY RECEIPTS OF THE COMPANY

Type of shares/

depository receipts Stock exchange for listing Stock name Stock code

A Share Shanghai Stock Exchange 華泰證券 601688

H Share Hong Kong Stock Exchange HTSC 6886

GDR London Stock Exchange Huatai Securities Co., Ltd. HTSC

The Company did not change the stock name.

VI. OTHER INFORMATION OF THE COMPANY

(I) Historical Development of the Company, Mainly Including the Reorganization and Capital

Increases in the Previous Years

The predecessor of the Company was Jiangsu Securities Company (江蘇省證券公司),

which was established in December 1990 as approved by the headquarters of the PBOC,

obtained the business license on April 9, 1991, and officially opened for business on May

26, 1991. In 1994, the Economic Reform Commission of Jiangsu Province approved the

conversion of the Company to be a directional stock raising company. In June 1997, the

Company changed its name to “江蘇證券有限責任公司” (Jiangsu Securities Co., Ltd.). In

1999, as considered and approved at the general meeting of the Company and approved by

the CSRC on December 9, 1999, the Company changed its name to “华泰证券有限责任公

司” (Huatai Securities Limited Liability Company). In 2007, as considered and approved at

the general meeting of the Company and approved by the CSRC on November 29, 2007,

– 17 –

the Company was converted into “华泰证券股份有限公司” (Huatai Securities Co., Ltd.)

in its entirety. On December 7, 2007, the Company completed the business registration for

such changes. In July 2009, the Company absorbed and merged with Xintai Securities Co.,

Ltd. (信泰證券有限責任公司). In February 2010, the Company was successfully listed on

the Shanghai Stock Exchange. In June 2015, the Company was listed on the Main Board

of the Hong Kong Stock Exchange. In June 2019, the GDR issued by the Company was

listed and traded on the Main Market of the London Stock Exchange.

Major capital changes of the Company:

When it was established on April 9, 1991, the registered capital of the Company was

RMB10,000,000.

The registered capital of the Company increased to RMB202,000,000 in June 1994.

The registered capital of the Company increased to RMB404,000,000 in June 1997.

The registered capital of the Company increased to RMB828,000,000 in May 1998.

The registered capital of the Company increased to RMB850,320,000 in December 1999.

The registered capital of the Company increased to RMB2,200,000,000 in April 2001.

The registered capital of the Company increased to RMB4,500,000,000 in November 2007.

The registered capital of the Company increased to RMB4,815,438,725 on July 30, 2009.

In February 2010, the Company completed its initial public offering of 784,561,275 RMB-

denominated ordinary shares (A Shares) on the Shanghai Stock Exchange, after which the

Company’s registered capital was RMB5,600,000,000.

In June 2015, the Company completed its listing on the Main Board of the Hong Kong

Stock Exchange and commenced trading. After the exercise of the over-allotment option,

the Company issued 1,562,768,800 H Shares in total, and the total share capital of the

Company changed to 7,162,768,800 shares. Due to the issuance and listing of H Shares, the

relevant state-owned shareholders transferred 156,276,880 state-owned shares (A Shares)

of the Company held by them to the National Council for Social Security Fund of the PRC

in the form of H Shares, on the basis of 10% of the number of H Shares issued this time.

The changes in share capital structure of the Company were as follows: 5,443,723,120 A

Shares, which accounted for 76.00% of the total number of shares; and 1,719,045,680 H

Shares, which accounted for 24.00% of the total number of shares.

– 18 –

In August 2018, the Company completed the non-public issuance of 1,088,731,200 RMB-

denominated ordinary shares (A Shares) by way of “Non-Public Issuance to Specific

Investors”, after which the Company’s registered capital was RMB8,251,500,000. The

changes in share capital structure of the Company were as follows: 6,532,454,320 A Shares,

which accounted for 79.17% of the total number of shares; and 1,719,045,680 H Shares,

which accounted for 20.83% of the total number of shares.

In June 2019, the GDR issued by the Company was listed and traded on the Main Market of

the London Stock Exchange. After the exercise of the over-allotment option, the Company

issued 82,515,000 GDR in total, representing the underlying securities of 825,150,000 A

Shares, after which the Company’s registered capital was RMB9,076,650,000. The changes

in share capital structure of the Company were as follows: 7,357,604,320 A Shares, which

accounted for 81.06% of the total number of shares; and 1,719,045,680 H Shares, which

accounted for 18.94% of the total number of shares.

In September 2022, the Company completed the repurchase and cancellation of 1,060,973

restricted A Shares, after which the Company’s registered capital was RMB9,075,589,027.

The changes in share capital structure of the Company were as follows: 7,356,543,347 A

Shares, which accounted for 81.06% of the total number of shares; and 1,719,045,680 H

Shares, which accounted for 18.94% of the total number of shares.

In September 2023, the Company completed the repurchase and cancellation of 925,692

restricted A Shares, after which the Company’s registered capital was RMB9,074,663,335.

The changes in share capital structure of the Company were as follows: 7,355,617,655 A

Shares, which accounted for 81.06% of the total number of shares; and 1,719,045,680 H

Shares, which accounted for 18.94% of the total number of shares.

In January 2024, the Company completed the repurchase and cancellation of 45,278,495

restricted A Shares, after which the Company’s registered capital was RMB9,029,384,840.

The changes in share capital structure of the Company were as follows: 7,310,339,160 A

Shares, which accounted for 80.96% of the total number of shares; and 1,719,045,680 H

Shares, which accounted for 19.04% of the total number of shares.

In September 2024, the Company completed the repurchase and cancellation of 2,082,559

restricted A Shares, after which the Company’s registered capital was RMB9,027,302,281.

The changes in share capital structure of the Company were as follows: 7,308,256,601 A

Shares, which accounted for 80.96% of the total number of shares; and 1,719,045,680 H

Shares, which accounted for 19.04% of the total number of shares.

In September 2025, the Company completed the repurchase and cancellation of 438,495

restricted A Shares, after which the Company’s registered capital was RMB9,026,863,786.

The changes in share capital structure of the Company were as follows: 7,307,818,106 A

Shares, which accounted for 80.96% of the total number of shares; and 1,719,045,680 H

Shares, which accounted for 19.04% of the total number of shares.

– 19 –

(II) Organization Structure of the Company

Organization Structure of HTSC

General Meeting

ompliance and Risk

Management Committee

Audit Committee

evelopment Strategy Committee

Nomination Committee

Remuneration and

ppraisal Committee

Wholly-owned

Subsidiaries

E-Capital Transfer Co., Ltd.

Bank of Jiangsu Co, Ltd.

China Southern Asset Management Co., Ltd.

Jiangsu Equity Exchange Co., Ltd.

Participating

Subsidiaries

Board of Directors

Senior Management

ffice of the Board

of Directors

Huatai United Securities Co., Ltd.

Shanghai Shengju Asset Operation and

anagement Co., Ltd.

Huatai Futures Co., Ltd

uatai Innovation Investment Co., Ltd

Investment

uatai International Financial

uatai Securities (Shanghai) Asset

Management Co., Ltd.

Branches

Investment Advisory and

Development Department

Platform Operation Department

Financial Products Department

Wealth Management Department

Research Institute

Asset Custody Department

Debt Financing Department

Sales and Trading Department

Margin Financing and

Securities Lending Department

Securities Investment

Department

Financial Innovation

Department

Fixed Income Department

Operating Center

Information Technology

Department

Capital Operation Department

Digital Operation Department

Risk Management Department

Compliance and Legal

Department

Inspection Department

Human Resources Department

Planning and Finance

Department

General Office

Strategy and Development

Department

Party-mass Work Development

General Affairs Department

Securities Branches

Notes: 1. During the Reporting Period, in accordance with the Company Law, the Guidelines for the

Articles of Association of Listed Companies issued by the CSRC, and other relevant regulations,

and based on the Company’s actual condition, the Company has dissolved the establishment of

the Supervisory Committee. The powers and responsibilities of the Supervisory Committee as

stipulated by laws and regulations shall be exercised by the Audit Committee of the Board of

Directors. Concurrently, the Company’s Rules of Procedures for the Supervisory Committee

have been repealed, and the Office of the Supervisory Committee has been dissolved.

2. In February 2026, the Company completed the transfer of 32% equity interests in Jiangsu Equity

Exchange, and ceased to have any equity interest in Jiangsu Equity Exchange.

– 20 –

(III) The First-level Onshore and Offshore Subsidiaries of the Company

Unit: Ten Thousand Yuan Currency: RMB

Name of the subsidiary Address

Date of

establishment

Registered

capital

Responsible

person Telephone No.

Huatai United Securities

Co., Ltd.

Room 401, Building B7, Qianhai

Shenzhen-Hong Kong Fund

Town, No. 128 Guiwan

Fifth Road, Nanshan Street,

Qianhai Shenzhen-Hong Kong

Cooperation Zone, Shenzhen,

the PRC

1997-09-05 99,748.00 Jiang Yu 010-56839300

Huatai Securities (Shanghai)

Asset Management Co., Ltd.

Room 1222, 6 Jilong Road, China

(Shanghai) Pilot Free Trade Zone

2014-10-16 260,000.00 Jiang Xiaoyang 021-28972188

Huatai International Financial

Holdings Company Limited

62/F, The Center, 99 Queen’s Road

Central, Hong Kong, the PRC

2017-04-05 HK$

10,200,000,002.00

Wang Lei 852-36586000

Huatai Purple Gold Investment

Co., Ltd.

No. 180 Hanzhong Road, Nanjing,

Jiangsu Province, the PRC

2008-08-12 600,000.00 Cao Qun 025-83389999

Huatai Innovative Investment

Co., Ltd.

No. 234 Wuyi Road, Changning

District, Shanghai, the PRC

2013-11-21 350,000.00 Sun Ying 010-58034345

Huatai Futures Co., Ltd. 10/F (whole floor), No. 1 Mingzhu

Third Street, Hengli Town,

Nansha District, Guangzhou,

the PRC

1995-07-10 393,900.00 Zhao Changtao 020-83901155

Shanghai Shengju Asset

Operation and Management

Co., Ltd.

No. 12 Dongfang Road, China

(Shanghai) Pilot Free Trade Zone

2009-07-14 12,100.00 Lu Chunguang 021-28972221

Note: In March 2026, the responsible person of Shanghai Shengju Asset Operation and Management Co.,

Ltd. was changed from Mr. Lu Chunguang to Mr. Liu Xiaobing.

– 21 –

(IV) Number and Distribution of Securities Branches and Other Branches of the Company

As of the end of the Reporting Period, the Company has 27 securities branch offices and

243 securities branches. For details of the number and distribution of branch offices and

securities branches of the Company, please refer to “Appendix II. List of Branch Offices

and Securities Branches” in this report.

Provinces,

municipalities and

regions

Number of

securities

branch

offices

Number of

securities

branches

Provinces,

municipalities and

regions

Number of

securities

branch

offices

Number of

securities

branches

Anhui Province 1 5 Jiangsu Province 9 90

Beijing 1 9 Jiangxi Province 1 3

Chongqing – 1 Liaoning Province 1 7

Fujian Province 1 4 Inner Mongolia

Autonomous Region

– 3

Gansu Province – 1 Ningxia Hui Autonomous

Region

– 1

Guangdong Province 2 24 Qinghai Province – 1

Guangxi Zhuang

Autonomous Region

– 2 Shandong Province 1 7

Guizhou Province – 1 Shanxi Province – 1

Hainan Province – 2 Shaanxi Province 1 2

Hebei Province – 1 Shanghai 1 17

Henan Province 1 3 Sichuan Province 1 7

Heilongjiang Province 1 5 Tianjin 1 4

Hubei Province 1 25 Xinjiang Uygur

Autonomous Region

– 1

Hunan Province 1 3 Yunnan Province 1 –

Jilin Province – 3 Zhejiang Province 1 10

– 22 –

VII. KEY ACCOUNTING DATA AND FINANCIAL INDICATORS

(I) Key Accounting Data and Financial Indicators for the Past Three Years

Unit: Thousand Yuan Currency: RMB

Item 2025

2024 Increase/decrease

for the period

as compared to

the last period

(%)

2023

After

adjustment

Before

adjustment

After

adjustment

Before

adjustment

Total revenue, other income

and gains 47,219,604 46,338,281 54,285,483 1.90 47,325,170 52,260,421

Profit before income tax 18,404,639 15,352,340 15,352,340 19.88 14,204,664 14,204,664

Profit for the year – attributable

to shareholders of the

Company 16,383,497 15,351,162 15,351,162 6.72 12,750,633 12,750,633

Net cash (used in)/generated

from operating activities (63,456,125) 34,818,437 34,818,437 N/A (28,475,553) (28,475,553)

Total amount of other

comprehensive (expense)/

income after tax for the year (105,564) 597,755 597,755 N/A 315,999 315,999

Unit: Thousand Yuan Currency: RMB

Item

At the

end of 2025

At the end of 2024 Increase/decrease

for the end of the

period as compared

to the end of

the same period of

last year

(%)

At the end of 2023

After

adjustment

Before

adjustment

After

adjustment

Before

adjustment

Total assets 1,077,347,556 814,270,494 814,270,494 32.31 905,508,389 905,508,389

Total liabilities 870,351,352 622,376,573 622,376,573 39.84 723,290,957 723,290,957

Total equity attributable to

shareholders of the Company 206,939,470 191,673,902 191,673,902 7.96 179,108,367 179,108,367

Total shareholders’ equity 206,996,204 191,893,921 191,893,921 7.87 182,217,432 182,217,432

Total share capital (shares) 9,026,863,786 9,027,302,281 9,027,302,281 – 9,074,663,335 9,074,663,335

– 23 –

Key Financial Indicators

Key financial indicators 2025

2024 Increase/

decrease for

the period as

compared to the

same period of

last year

(%)

2023

After

adjustment

Before

adjustment

After

adjustment

Before

adjustment

Basic earnings per share (RMB/share) 1.73 1.62 1.62 6.79 1.35 1.35

Diluted earnings per share

(RMB/share)

1.73 1.62 1.62 6.79 1.33 1.33

Weighted average ROE (%) 9.20 9.24 9.24 Decrease of

0.04 percentage

points

8.12 8.12

Debt-to-assets ratio (%)

Note 1

75.25 69.53 69.53 Increase of

5.72 percentage

points

76.05 76.05

Net assets attributable to the

Company’s ordinary shareholders

per share (RMB/share)

Note 2

19.24 18.10 18.10 6.30 16.91 16.91

Note 1: Debt-to-assets ratio = (total liabilities – accounts payable to brokerage clients – funds payable to securities

issuers)/(total assets – accounts payable to brokerage clients – funds payable to securities issuers).

Note 2: Net assets attributable to the Company’s ordinary shareholders per share were net of the effect of perpetual

bonds.

Description of key accounting data and financial indicators of the Company:

In accordance with the relevant provisions of the Q&A on the Implementation of Accounting

Treatment for Standard Warehouse Receipt Transactions issued by the Accounting Department

of the Ministry of Finance, the Company changed its accounting policies from January 1, 2025,

and retrospectively adjusted the financial statements for the same period in 2023 and 2024 using

the retrospective adjustment method. For details, please refer to the Announcement on Changes

in Accounting Policies of Huatai Securities Co., Ltd. disclosed on August 30, 2025.

– 24 –

Net Capital of the Parent Company and Risk Control Indicators

Unit: Yuan Currency: RMB

Item

As of the end of the

Reporting Period

As of the end of the

previous year

Net capital

94,566,583,424.15 94,142,061,443.95

Net assets

170,898,399,531.02 160,886,314,922.70

Risk coverage ratio (%) 298.67 431.31

Net capital/net assets (%) 55.33 58.51

Net capital/liabilities (%) 18.97 27.25

Net assets/liabilities (%) 34.28 46.57

Value of proprietary equity securities and

derivatives/net capital (%) 56.81 26.98

Value of proprietary non-equity securities

and derivatives/net capital (%) 305.53 254.96

Core net capital

67,206,583,424.15 69,102,061,443.95

Supplementary net capital

27,360,000,000.00 25,040,000,000.00

Total risk capital provision

31,662,455,271.50 21,827,122,976.54

Total on-balance and off-balance assets

552,110,567,717.29 423,654,826,307.64

Capital leverage ratio (%) 13.27 18.02

Liquidity coverage ratio (%) 190.37 260.99

Net stable funding ratio (%) 142.88 159.70

Notes: 1. During the Reporting Period, the main risk control indicators of the Company such as net capital

were all in line with the regulatory requirements, and there were no such circumstances where

risk control indicators violated the pre-warning standards or were not in compliance with the

prescribed standards.

2. The net capital and related ratios as of the end of the previous year have been restated in

accordance with the Provisions on the Calculation Standards for Risk Control Indicators of

Securities Companies (CSRC Announcement [2024] No. 13) 《(證券公司風險控制指標計算

標準規定》(證監會公告[2024]13 號)) and other relevant regulations.

– 25 –

(II) Key Accounting Data and Financial Indicators for the Past Five Years

The financial conditions for the past five years are as follows:

1. Profitability

Unit: Thousand Yuan Currency: RMB

Item 2025 2024 2023 2022 2021

Total revenue, gains and other income 47,219,604 46,338,281 47,325,170 43,564,969 48,501,990

Total expenses 32,171,860 33,339,894 35,705,290 32,555,977 34,859,409

Share of profit of associates and

joint ventures 3,356,895 2,353,953 2,584,784 1,219,046 2,629,981

Profit before income tax 18,404,639 15,352,340 14,204,664 12,228,038 16,272,562

Profit for the year – attributable to

shareholders of the Company 16,383,497 15,351,162 12,750,633 11,053,987 13,346,106

2. Assets

Unit: Thousand Yuan Currency: RMB

Item

December 31,

2025

December 31,

2024

December 31,

2023

December 31,

2022

December 31,

2021

Total assets 1,077,347,556 814,270,494 905,508,389 846,570,990 806,650,833

Total liabilities 870,351,352 622,376,573 723,290,957 678,714,380 654,615,049

Accounts payable to

brokerage clients 240,910,426 184,586,976 144,701,360 152,551,723 147,501,833

Total equity attributable

to shareholders of

the Company 206,939,470 191,673,902 179,108,367 165,095,102 148,422,810

Total equity 206,996,204 191,893,921 182,217,432 167,856,610 152,035,784

Total share capital (shares) 9,026,863,786 9,027,302,281 9,074,663,335 9,075,589,027 9,076,650,000

– 26 –

3. Key Financial Indicators

Item 2025 2024 2023 2022 2021

Dividend per share (RMB) 0.55 0.52 0.43 0.45 0.45

Basic earnings per share

(RMB/share) 1.73 1.62 1.35 1.18 1.47

Dilutive earnings per share

(RMB/share) 1.73 1.62 1.33 1.16 1.46

Weighted average ROE (%) 9.20 9.24 8.12 7.49 9.84

Debt-to-assets ratio (%)

Note 1

75.25 69.53 76.05 75.81 76.93

Net assets attributable to

ordinary shareholders

of the Company per

share (RMB/share)

Note 2

19.24 18.10 16.91 16.24 15.25

Note 1: Debt-to-assets ratio = (total liabilities – accounts payable to brokerage clients – funds payable

to securities issuers)/(total assets – accounts payable to brokerage clients – funds payable to

securities issuers).

Note 2: Net assets attributable to the Company’s ordinary shareholders per share were net of the

effect of perpetual bonds.

– 27 –

VIII. DIFFERENCES IN FINANCIAL DATA PREPARED IN ACCORDANCE WITH DOMESTIC

AND FOREIGN ACCOUNTING STANDARDS

There is no difference between the net profit attributable to shareholders of the Company for

2025 and 2024 and the net assets attributable to shareholders of the Company as of December

31, 2025 and December 31, 2024 set out in the consolidated financial statements prepared in

accordance with the CASBE and in the consolidated financial statements prepared in accordance

with the IFRSs.

IX. ITEMS MEASURED UNDER FAIR VALUE

Unit: Thousand Yuan Currency: RMB

Name of items

Balance at

the end of

last year

Balance at

the end of

the year

Change in

the current

period

Effect on the

profit of the

current period

in amount

Financial assets at fair value

through profit or loss 301,537,757 378,942,329 77,404,572 46,869,529

Equity instruments at fair

value through other

comprehensive income 125,860 14,613,478 14,487,618 374,288

Debt instruments at fair

value through other

comprehensive income 10,135,553 44,815,936 34,680,383 671,004

Derivative financial

instruments (952,660) (6,787,442) (5,834,782) (21,998,753)

Financial liabilities at fair

value through profit or loss 40,448,332 36,421,918 (4,026,414) (11,544,951)

Other assets – 2,287,704 2,287,704 206,249

Note: As of the end of the Reporting Period, no single item mentioned above exceeded 5% of the Group’s total

assets as of December 31, 2025.

– 28 –

MANAGEMENT DISCUSSION AND ANALYSIS AND REPORT OF THE BOARD

I. DESCRIPTIONS OF OUR INDUSTRY DURING THE REPORTING PERIOD

Our Group conducts business operations in the securities industry, and the operating results

of such industry are closely related to the development trend of the capital market. Principal

businesses of the Group have always been focusing on capital market services, and its performance

is affected by multiple factors such as the domestic and overseas economic environment, policy

environment and market environment. During the Reporting Period, in response to the needs of

domestic and overseas clients, the Group leveraged on its efficient full business chain system and

leading digital intelligence financial development capabilities, continued to enhance its diversified,

integrated and differentiated product and service advantages, continuously deepened its service

model and operation model transition amidst the complex and volatile market environment, and

proactively broadened new business fields and growth space, thus maintaining a momentum of

steady development with positive outlook, with its major financial indicators and market position

of its principal business outperforming most peers in the industry. Details of industry position of

the Group’s principal businesses during the Reporting Period, please refer to the section headed

“Operation Discussion and Analysis” under the “Management Discussion and Analysis and Report

of the Board” in this report.

As China accelerates the strategic deployment of constructing a financial powerhouse, focuses on

advancing high-quality financial development and continues to deepen financial system reform,

anchoring direction for the high-quality development of the capital markets at the beginning

year of the “15th Five-Year Plan”, the reform of top-level system of the capital market will

be accelerated and the role of serving the modernization development layout with Chinese

characteristics and the real economy will be continuously enhancing. With the implementation of

the new round of capital market reform and opening up, the solid promotion of the “Five Major

Areas of Finance”, and the continuous deepening of the comprehensive reform of capital market

investment and financing, China’s multi-level capital market system is more complete, market

functions are continuously improved, market resilience is significantly enhanced, and market

ecology is continuously purified. As the main “service provider” for direct financing, an important

“gatekeeper” for the capital market and a professional “manager” of social wealth, the securities

industry’s functional positioning is comprehensively deepened, and it will usher in new strategic

development opportunities, but also face new risks and challenges. Meanwhile, the high level of

systematic opening up of the capital market, the cultivation of first-class investment banks and

investment institutions, the moderate expansion of the space for high-quality institutional capital,

as well as the policy guidance of strengthening the classified supervision and supporting the ones

with good performance and restricting those with poor performance, will guide the securities

companies to speed up the transformation and upgrading of their business and management

models, and the competition layout of the securities industry will thus also be deeply reshaped.

Furthermore, the increasingly complex and volatile internal and external market environment

has put forward higher requirements for integrated customer service and high efficient operation

and management in the securities industry, and high-quality securities companies with leading

capital strength, outstanding professional capabilities, solid customer base, sound and compliant

business, comprehensive synergy mechanism, and integrated management and control at home

and abroad will have a greater competitive advantage.

– 29 –

II. DESCRIPTIONS OF OUR BUSINESS DURING THE REPORTING PERIOD

The Group is a leading technology-driven securities group in the industry, with a highly collaborative

business model, a cutting-edge digital intelligence platform and an extensive and engaging customer

base. Our principal businesses comprise wealth management business, institutional services

business, investment management business and international business. The Group constructs

a client-oriented organizational structure and mechanism, provides comprehensive securities

and financial services for individual, enterprise and institutional clients from home and abroad

through an intelligence, integrated and international operation mode, and aims to become a leading

investment bank with strong domestic advantages and global influence.

1. Wealth Management Business

We provide customers with diversified wealth management services, including securities,

futures and options brokerage, financial products sales, fund investment advisory business,

and capital-based intermediary business through mobile client APP, professional PC

platforms, securities and futures subsidiaries and branch offices, Huatai International and

its affiliated overseas subsidiaries, in online and offline modes, domestic and overseas

linkage. For securities, futures and options brokerage, we mainly execute trades on behalf

of our clients in stocks, funds, bonds, futures and options, etc. to provide trading services.

For the financial products sales business, we mainly provide customers with a variety of

financial products sales services and asset allocation services, and the related financial

products are managed by the Group and other financial institutions. Our fund investment

advisory business mainly entails upon acceptance of clients’ engagement, selecting specific

category, amount and timing of trading of investment funds on behalf of our clients within

the scope of clients’ authorization in accordance with terms of agreement and submitting

trading applications including, among others, subscription, redemption and conversion. In

respect of capital based intermediary business, we provide diversified financing services

including margin financing and securities lending as well as stock pledged repurchase. Key

performance drivers to wealth management business include fee and commission income,

interest income, etc.

2. Institutional Services Business

With investment banking serving as the traction and institutional sales serving as a link,

we integrate investment banking, institutional investor services and investment trading

business resources to provide various types of corporate and institutional clients with all-

round comprehensive financial services, which mainly include investment banking business,

prime brokerage business, research and institutional sales business and investment and

trading business.

– 30 –

(1) Investment banking business primarily consists of domestic and overseas equity

financing, bond financing, financial advisory, OTC business, etc. For equity financing

business, we provide issuance and underwriting domestic and overseas IPO, equity

refinancing and depository receipts for our clients. For bond financing business, we

provide issuance and underwriting services including various types of domestic and

overseas bond financing and asset securitization for our clients. For financial advisory

business, we provide professional services including industrial merger and acquisition,

share acquisition, financing advisory, corporate restructure and public offering of

REITs for our clients. For OTC business, we provide clients with NEEQ listing and

follow-on financing services. Key performance drivers to investment banking business

include underwriting and sponsorship fees, financial advisory fees, etc. for stocks,

bonds and merger and acquisition business.

(2) Prime brokerage business mainly includes the provision of asset custody and fund

services for various types of asset management institutions, such as private and mutual

funds, including settlement, liquidation, reporting and valuation. In addition, it also

provides transactions, margin trading, sales of financial products, derivatives trading

and other value-added services for clients of prime brokerage. Key performance drivers

to prime brokerage business include fees for the fund custody and service business.

(3) Research and institutional sales business mainly consists of research business and

institutional sales business. For research business, we provide various professional

research and advisory services for clients from home and abroad. For institutional

sales business, we promote and sell diversified securities products and services to

various institutional clients. Key performance drivers to research and institutional

sales business include incomes from services concerning various research and other

institutions.

(4) Investment and trading business mainly includes equity investment, FICC trading and

OTC derivative transactions. The Group conducts equity, FICC and other financial

instruments transactions, and reduces investment risks and increases investment returns

through various trading strategies and techniques. At the same time, in order to meet

customers’ needs for investment and financing as well as risk management, we also

engage in market making business and OTC derivatives business. In terms of equity

investment, we invest and trade stocks, ETFs and derivatives, and engage in market

making services for stocks in the STAR Market, financial derivatives and financial

products. In terms of FICC trading, we invest and trade all kinds of FICC and

derivatives in the interbank and exchange bond markets, and engage in market making

services for interbank and exchange markets as well as carbon emissions trading. In

terms of OTC derivative transactions, we develop and trade OTC financial products

for customers, mainly including equity return swaps, OTC options and structured

notes. Key performance drivers to investment and trading business include investment

incomes from equity, FICC products and derivatives, etc.

– 31 –

3. Investment Management Business

We accept fund entrustments from clients, develop and provide various financial products

for our clients and manage their assets through our professional investment and research

platform as well as our substantial client base, effectively satisfying their investment

and financing needs. Our investment management business mainly consists of securities

firm asset management, private equity fund management and asset management for fund

companies, etc. For securities firm asset management, we participate in the operation of

securities firm asset management business through our wholly-owned subsidiary Huatai

Asset Management; such business includes collective asset management business, single

asset management business, specialized asset management business and public offering fund

management business (which is operated on a differentiated basis from our public offering

fund management business for fund companies under the Group). For private equity fund

management business, we operate private equity funds business, which includes investment

and management of private equity funds, through our wholly-owned subsidiary Huatai

Purple Gold Investment. For asset management business for fund companies, the Group

holds non-controlling interests in two public offering fund management companies, namely

China Southern Asset Management and Huatai-PineBridge, through which we participate in

the operation of asset management business for fund companies. Key performance drivers

to asset management business include management fee income, investment income, etc.

4. International Business

In overseas markets and with Huatai International as its holding platform for international

business, the Group operates international business through the wholly-owned subsidiaries

of Huatai International including Huatai Financial Holdings (Hong Kong), Huatai Securities

(USA) and the Singapore Subsidiary. Based on the Hong Kong market, it steadily deploys

on the US, Europe, Asia and other major markets.

(1) The operations of the Group in Hong Kong are mainly conducted by Huatai Financial

Holdings (Hong Kong), a wholly-owned subsidiary of Huatai International, which

comprehensively connects with full business chain system of the Group and provides

one-stop cross-border integrated financial services for domestic and foreign customers.

(2) Huatai Securities (USA) is primarily engaged in investment banking and institutional

securities and other businesses. It holds dual membership as an IPO lead underwriter

on the New York Stock Exchange and an underwriting member on the Nasdaq

Stock Market in the United States. It has obtained the US broker-dealer license, the

US proprietary trading license, the U.S. Treasury bond brokerage qualification, the

non-U.S. sovereign bond brokerage qualification, etc., and has obtained the business

qualification for securities trading with institutional investors in Canada and market

access to major stock exchanges in Europe.

– 32 –

(3) The Singapore Subsidiary owns the licenses for capital market services and the waiver of

licensing requirements on wealth management advisory issued by Monetary Authority

of Singapore and conducts securities trading and corporate financing businesses in

Singapore. It has obtained the qualification as a certified issuer manager of Main Board

of the Singapore Stock Exchange, and is eligible to participate in the sponsor related

work for Main Board listing projects. Additionally, it has been granted the Foreign

Portfolio Investor (FPI) registration certificate by the Securities and Exchange Board

of India, officially qualifying it to invest in the Indian capital market.

Key performance drivers to international business include wealth management income,

investment banking income, investment income, asset management income, etc.

III. AWARDS AND HONORS

(I) Key Awards and Honors of the Group

The selection of “2024 Financial Technology Development Award” held by the

People’s Bank of China and the CSRC:

The “Global Trading Platform Project” and the “Research and Application Practice

Project of Cybersecurity Attack Surface Management in the Securities Industry” of the

Company, the “Next-Generation Unified TA System Project” of Huatai Asset Management,

the “Tianji Intelligent Hedging System Project” of Huatai Futures and the “Multi-Agent

Collaborative Trading Assistant Project” of China Southern Asset Management were

awarded the second prize, and the “Tianheng Integrated Comprehensive Risk Management

Platform Project” of Huatai Futures was awarded the third prize.

The selection of “Collection of Best Practice Case of Public Companies 2025”

(2025年度上市公司最佳實踐案例徵集活動) held by China Association for Public

Companies:

The Company was awarded the “Best Practice Case of the Board of Directors of

Public Companies in 2025 (2025年度上市公司董事會最佳實踐案例)” and the “Best

Practice Case for Sustainable Development of Public Companies in 2025 (2025年度上

市公司可持續發展最佳實踐案例)”, etc.

The selection of “Golden Bull Award for Securities Firms (證券公司金牛獎)”

held by China Securities Journal (《中國證券報》):

The Company was awarded the “Fintech Golden Bull Award for Securities Firms

(證券公司金融科技金牛獎)”, the “ESG Golden Bull Award for Securities Firms (證券

行業ESG金牛獎)”, etc.

– 33 –

(II) Key Awards and Honors of the Business Segments

Wealth

management

business

The selection of “2025 Junding Award in

China’s Securities Industry” (2025年度中國

證券業君鼎獎) organized by Securities Times

(《證券時報》):

The Company was awarded the “Junding

Award for All-round Wealth Management

Broker (全能財富經紀商君鼎獎)”, “Junding

Award for APP Pioneer (APP先鋒君鼎獎)”,

“Junding Award for All-round Digital Practice

(數字化實踐全能君鼎獎)” “Junding Award for

Wealth Management Brand (財富服務品牌君鼎

獎)”, etc.

The selection of the “Huazun Award for

Wealth Management ( 財富管理華尊獎)”

organized by Cailian Press (《財聯社》):

The Company was awarded the “Award for

Best Institution in Wealth Management” (最佳財

富管理機構獎), “Award for Best ETF Ecology

( 最佳ETF生態獎)”, “Award for Best Fund

Investment Advisory (最佳基金投顧獎)”, etc.

The selection of the “2025 Yinghua Typical

Case for Index Ecology (2025年指數生態圈英

華典型案例)” organized by China Fund News

(《中國基金報》):

The Company was awarded the “ETF

Liquidity Service Provider (ETF流動性服務商)”,

etc.

The selection of the “Third Session of Golden

Bull Award for Fund Investment Advisors

( 第三屆基金投顧金牛獎)” held by China

Securities Journal (《中國證券報》):

The Company was awarded the “Golden

Bull Award for Fund Investment Advisory

Institutions (基金投顧機構金牛獎)”, “Golden

Bull Award for Fund Investment Advisory

Intelligent Technology (基金投顧智能科技金牛

獎)”, etc.

Shanghai Securities News (《上海證券報》):

The Company was awarded the “All-round

Wealth Management Institution Award”, etc.

The selection of the “9th Yinghua Demonstration

Case for Brokers in China (第九屆中國券商英華

示範案例)” organized by China Fund News (《中

國基金報》):

The Company was awarded the “Excellent

Demonstration Institution of Wealth

Management of Brokers (優秀券商財富管理示

範機構)”, etc.

HKEX:

The Company was awarded the “2024

Outstanding Broker Award of Hong Kong Stock

Connect (2024年港股通卓越券商獎)”, “2024

Outstanding ETF Broker Award of Hong Kong

Stock Connect (2024年港股通 ETF 卓越券商

獎)”, “2024 Mainland Broker Award for Long-

term Contributions to Security Data (2024年長

期貢獻證券數據內地券商獎)”, etc.

– 34 –

The selection of the “Golden Kylin Award (金

麒麟獎)” held by Sina Finance (新浪財經):

The Company was awarded the “Best

Comprehensive Wealth Management Institution

(最佳綜合財富管理機構)”, “Most Distinctive

ETF Ecological Service Institution (最具特色

ETF 生態服務機構)”, etc.

The selection of “2025 Junding Award in

China’s Futures Industry” (2025年度中國期貨

業君鼎獎) organized by Securities Times (《證

券時報》):

Huatai Futures was awarded the “Junding

Award for Leading Futures Company in China

(中國領軍期貨公司君鼎獎)”, “Junding Award

for Outstanding Rural Revitalization Futures

Company in China (中國優秀鄉村振興期貨公

司君鼎獎)”, etc.

Institutional services

business

Shanghai Stock Exchange:

The Company was awarded the “Rating A

in Comprehensive Evaluation on Stock Market

Makers on the STAR Market in 2025 (科創板股

票做市商 2025年度綜合評價 A 評級)”, “Rating

AA in Comprehensive Evaluation on Main Market

Makers for Shanghai-Listed Funds in 2025 (滬

市上市基金主做市商 2025 年度綜合評價 AA

評級)”, “Outstanding Bond Market Maker (優

秀債券做市商)”, “Top 100 Institutions on Bond

Market (債券市場百強機構)”, etc.

Huatai United Securities was awarded the

“2024 Outstanding Underwriter of Industry

Bonds (2024年度產業債券優秀承銷商)”,

“2024 Outstanding Underwriter of Corporate

Bonds (2024年度公司債券優秀承銷商)” “2024

Outstanding Underwriter of Government-backed

Institutional Bonds (2024年度政府支持機構債

券優秀承銷商)”, etc.

Shenzhen Stock Exchange:

The Company was awarded the “Rating

AA in Evaluation on Liquidity Services for

Shenzhen-Listed Funds in 2025 ( 深市基金

2025 年度流動性服務評價 AA 評級)”, “Top

100 Institution in Bond Trading (債券交易百強

機構)”, “Pioneer Institution for Bond Market-

making (債券做市先鋒機構”), etc.

The selection of “2025 Junding Award in

China’s Securities Industry” (2025年度中國

證券業君鼎獎) organized by Securities Times

(《證券時報》):

Huatai United Securities was awarded

the “Junding Award for All-round Investment

Banking” (全能投行君鼎獎), “Junding Award

for Overseas Investment Banking (境外投行

君鼎獎)”, “Junding Award for M&As and

Reorganization Financial Advisory” (併購重組

財務顧問君鼎獎), etc.

– 35 –

The selection of “2025 New Fortune Magazine

Best Investment Banks (2025 新財富雜誌最佳

投行)” held by New Fortune (《新財富》):

Huatai United Securities was awarded the

“Best Domestic Investment Bank (本土最佳投

行)”, “Best Investment Bank in Practicing ESG

(最佳踐行 ESG 投行)”, “Best Investment Bank

in Equity Underwriting (最佳股權承銷投行)”,

“Best Investment Bank in Bond Underwriting

( 最佳債權承銷投行)”, “Best Refinancing

Investment Bank (最佳再融資投行)”, “Best

IPO Investment Bank (最佳IPO 投行)”, “Best

Investment Bank in Mergers and Acquisitions

(最佳併購投行)”, “Best Investment Bank in

Serving Overseas Markets (海外市場能力最佳

投行)”, “Best Investment Bank in Science &

Intelligent Manufacturing Industry (科技與智

能製造產業最佳投行)”, “Best Investment Bank

in Consumer Industry (大消費產業最佳投行)”,

“Best Investment Bank in Healthcare & Medical

Industry (大健康產業最佳投行)”, etc.

China Foreign Exchange Trade System:

The Company was awarded the “Market

Outstanding Co-construction Institution (市場

卓越共建機構)”, “Market Innovative Business

Institution (市場創新業務機構)”, etc.

The selection of the “SRP China 2025

Awards (2025 年度SRP中國區獎項)” held

by Structured Retail Products, a provider of

structured products market consulting:

The Company was awarded the “Best Flat

Counterparty Securities Company (最佳平盤方

證券公司)”, etc.

The selection of the “Jinding Award (金鼎獎)”

organized by National Business Daily (《每日

經濟新聞》):

Huatai United Securities was awarded

the “2025 Best Manager among Brokers and

Investment Banks (2025年度券商投行最佳管

理人)”, “2025 Innovation Leadership Project

Award (2025年度創新引領項目獎)”, etc.

Investment

management

business

Shanghai Stock Exchange:

Huatai Asset Management was awarded the

“Outstanding Participant of Infrastructure Public

Offering REITs for 2024 (2024 年度優秀基礎設

施公募 REITs 參與人)”, etc.

The selection of “Golden Bull Award for

Securities Industry (證券業金牛獎)” organized

by China Securities Journal (《中國證券報》):

Huatai Asset Management was awarded the

“2025 Golden Bull Broker and Collective Asset

Manager (2025年度金牛券商集合資產管理人)”,

etc.

The selection of “2025 Junding Award in

China’s Securities Industry (2025年度中國證

券業君鼎獎)” organized by Securities Times

(《證券時報》):

Huatai Asset Management was awarded

the “Junding Award for All-round Asset

Management Institution” (全能資管機構君鼎獎),

etc.

– 36 –

The selection of the “Yinghua Typical Cases

for Index Ecosystem in 2025 (2025 年指數

生態圈英華典型案例)” held by China Fund

News (《中國基金報》):

China Southern Asset Management was

awarded the “Typical Cases of ETF Managers

(ETF 管理人典型案例)”, “Typical Cases of

Index Product (Non ETF) Managers (指數產品

(非ETF) 管理人典型案例)”, etc.

Huatai-PineBridge was awarded the “Typical

Cases of ETF Managers (ETF 管理人典型案例)”,

etc.

The selection of “Chinese Venture 2024

Chinese Equity Investment Rankings (融中

2024年度中國股權投資榜單)” held by Chinese

Venture (融資中國):

Huatai Purple Gold Investment was

awarded the “Chinese Private Equity Investment

Institutions TOP30 ( 中國私募股權投資機

構 TOP30)”, “Best Chinese Private Equity

Investment Institution in Returns ( 中國最

佳回報私募股權投資機構)”, “Best Chinese

Subsidiaries of Brokers for Private Equity (中

國最佳券商私募子公司)”, “Best Chinese State-

owned Investment Institution (中國最佳國資投

資機構)”, etc.

The selection of “22nd Golden Bull Award

for Fund Industry第22屆中國基金業金牛獎)”

organized by China Securities Journal (《中國

證券報》):

Huatai-PineBridge was awarded the “Golden

Bull Award for Fund Management Companies

(金牛基金管理公司獎)”, “Golden Bull Award

for Passive Investment Fund Companies (被動投

資金牛基金公司獎)”, “Golden Bull Award for

Back-selling (逆向銷售金牛獎)”, etc.

The selection of the “Yinghua Typical Cases

for Asset Management Industry of China in

2025 (2025 年中國資產管理行業英華典型案

例)” held by China Fund News (《中國基金

報》):

China Southern Asset Management was

awarded the “Asset Management Institution for

Fintech (金融科技資產管理機構)”, etc.

– 37 –

International

business

Bloomberg Businessweek (《彭博商業周刊》):

Huatai International was awarded the

“Outstanding Family Office Service Award (家

族辦公室服務卓越大獎)”, “Outstanding Wealth

Management Platform Award (財富管理平台傑

出大獎)”, “Outstanding New Capital Investment

Entrant Scheme Award (新資本投資者入境計劃

傑出大獎)”, “Outstanding Initial Public Offering

Project Award (首次公開招股項目卓越大獎)”,

“Outstanding Cross-border Securities Service

Award (跨境證券服務卓越大獎)”, “Excellence

Award for Risk Management (風險管理卓越大

獎)”, “Annual Outstanding Financial Derivatives

Institution Award (年度金融衍生產品機構卓越

大獎)”, “Annual Outstanding Securities Agency

Company Award (年度證券代理公司卓越大

獎)”, etc.

Asian Private Banker (《亞洲私人銀行家》):

Huatai International was awarded the “Best

Wealth Manager – HNW (最佳財富管理機構－

高淨值客戶)”, “Best Wealth Manager – Digital

Innovation (最佳財富管理機構－數字化創新)”,

etc.

The selection of “15th China Securities

Golden Bauhinia Award” held by Hong Kong

TaKung Wenwei Media Group(香港大公文匯

傳媒集團):

Huatai International was awarded the

“Outstanding Financial Service Institution (卓越

金融服務機構)”, etc.

The Asset (《財資》) Magazine:

Huatai International was awarded the “Best

Corporate and Institutional Advisor (最佳企業

與機構顧問)”, “Best Private Bond Advisor (最

佳私募債顧問)”, “Best Sustainable Bond (最佳

可持續發展債券)”, “Best Green Bond (最佳綠

色債券)”, “Most Innovative Transaction (最具

創新性交易)”, “Best Hybrid Bond (最佳混合債

券)”, etc.

Structured Retail Products (《結構零售產品》)

(SRP):

Huatai International was awarded the “Best

Stock Institution in Asia (亞洲股票類最佳機

構)”, etc.

China Securities Journal (《中國證券報》):

Huatai International was awarded the “2025

Golden Bull Award for H-share IPO Sponsoring

(2025年度港股IPO保薦金牛獎)”, etc.

HKEX:

Huatai Financial Holdings (Hong Kong)

was awarded the “Most Active Market Maker –

RMB Counter (人民幣櫃台最活躍莊家)”, etc.

– 38 –

IV. ANALYSIS OF CORE COMPETITIVENESSES DURING THE REPORTING PERIOD

(I) A First-Class Investment Bank Firmly Committed to the Path of High-Quality Development

The year of 2025 marks the 34th anniversary of the establishment of Huatai Securities,

the 15th anniversary of its A-share listing and the 10th anniversary of its H-share listing.

Over the years, Huatai Securities firmly resonated with the development of the times

and strode forward with national strategies. It focused on its main responsibility and

business, strengthened its functions and positioning, adhered to the principle of integrity

and innovation, and had the courage to initiate self-innovation. It consistently consolidated

its industry-leading position in terms of high-quality development, actively built its core

competitiveness across cycles, strove to build a first-class investment bank with both local

advantages and global influence, and embarked on a differentiated development path. Since

2019, it has been an important historical stage for Huatai Securities to achieve strategic

advancement and leapfrog development. Huatai Securities has firmly promoted the “two-

pronged (雙輪驅動)” development strategy of wealth management and institutional services

under the technology empowerment, and built a more open and interconnected, professionally

empowered, and innovation-guided financial service ecosystem. It has made new important

breakthroughs in international layout and digital intelligence development, and has always

maintained a steady and enterprising development trend, with its operating performance

improving, its asset size and profitability ranking among the forefront in the industry, and

its development of wealth management, investment banking, asset management, investment

and trading and other core businesses maintaining the leading position in the industry. As

the first international securities group listed in Shanghai, Hong Kong and London, the

Group has developed the first-class brand image with wide influence and recognition in

domestic and overseas markets. During the Reporting Period, Standard & Poor’s kept the

long-term issuer rating of “BBB+” with stable prospect for the Group and its subsidiary

Huatai International, which is the highest level among Chinese-funded securities companies.

The MSCI ESG rating of the Company has maintained the highest level among domestic

securities companies since 2021 and maintained at AAA rating since 2024, ranking at the

top level globally among investment banks for two consecutive years.

(II) An Integrated Service System for the Entire Business Chain with the Ability to Create

First-Class Professional Value

The Group always adheres to the customers’ needs-oriented approach, and consistently strives

to create real professional value for customers with first-class professional capabilities.

The Group proactively taps into the frontier areas of business innovation and technological

innovation, focusing on building a brand-new development model driven by artificial

intelligence. Relying on the full business chain system of “One Customer” internally and

“One Huatai” externally, it continued to strengthen its leading position and unique advantages

in key customers and industries, continuously polished the integrated full business chain

system with international competitiveness, and actively expanded new development space

and growth points. In the field of personal customer services, it has established and improved

– 39 –

the operation system and development model driven by the headquarters and linked with

the headquarters and branches, and dedicated to explore and advance the integration of new

artificial intelligence technology with its wealth management business. It was the first in

the industry to launch an AI native securities trading platform, enhancing the professional

service capabilities for trading and asset allocation based on financial platform empowerment

and driven by digital intelligence operation, guiding industry innovation, and consolidating

and enhancing the leading position and brand influence in wealth management services.

In the field of institutional customer services, it focused on the diverse financial needs

of domestic and foreign institutional customers, created an integrated and collaborative

platform-based institutional business system, and strived to enhance its core capabilities in

asset pricing, research, trading and product creation, with its service level for key strategic

customers in the fields of mutual funds and insurance ranking among the forefront in the

industry. In the field of corporate customer services, it has long been deeply involved in

emerging and future industries, always upholds the professional perspective of industry

penetration and the concept logic of investment banking to serve the corporate growth. It

has continuously strengthened the industrial insight, industrial cognition, value discovery

and asset pricing capabilities, to promote the organic integration and effective linkage of

research, investment, investment banking and other full business chain resources, provide

cross market, full product and full cycle capital market services for various enterprises,

and continue to assist a large number of excellent enterprises in development and growth.

(III) Technology Advantages Continuously Leading Digital Financial Reform of the Industry

Technology empowerment is the core competitiveness primarily developed by the Group

and a differentiated development feature leading the industry. Over the years, the Group

has consistently pioneered financial technology renovation. In 2009, the Group was the

first in the industry in deploying mobile client APP, thus seizing the business development

opportunities in the tide of internet. Since 2019, in light of the huge potential presented

by technological innovation in the financial industry, the Group has firstly initiated the

comprehensive digital transformation from organization structure to platform structure

to facilitate the implementation of the digital operation thinking in all levels of pre-,

middle- and post ends. Through transformation practice and capability accumulation,

technology has become the core driver for the Group to improve value creation capability and

market competitiveness. In recent years, the Group created a series of important platforms

that led industry innovation and development in key business areas including “ZhangLe

(漲樂)”, “Xing Zhi (行知)”, “CAMS” and “FICC Elephant Trading Platform(FICC 大象

交易平台)”. Additionally, the Group proactively extended the characteristics advantages

of platform-based development of domestic businesses to overseas markets, continued to

strengthen the platform capability support for the international deployment expansion of

key businesses, and built up integrated technological capability to serve the whole world.

In particular, its self-developed Global Trading Platform (GTP) had been launched and

put into operation thoroughly, further enhancing the global market trading capability. In

the face of and in response to the new wave of intelligence, the Group fully embraced and

deployed the cutting-edge AI technology, regarded it as a necessary path for integrating

– 40 –

technological genes into business development, strived to promote the advancement from

comprehensive digital transformation to comprehensive intelligence transformation and

development, and deeply explored the implementation of artificial intelligence to lead and

drive business development, as well as reshape and upgrade management and operations.

The Group continuously strengthened the foundation of AI capabilities, focused on building

an integrated financial platform based on the accumulation and encapsulation of professional

capabilities across the entire business chain, created an industry-leading data, model and

computing base, and constructed an efficient large model platform system to support model

management, intelligent agent construction and production deployment. Supported by a high-

level technological foundation and platform capabilities, the Group actively explored the

reshaping of business models with AI thinking and technology, and continuously achieved

breakthroughs in key value scenarios such as wealth, investment research, investment

banking, and trading, dedicating to creating a new development model driven by AI.

(IV) International Development Capability at the Leading Edge of High-Level Financial

Opening Up

Internationalization is the inevitable path for the Group to become a world-class investment

bank. Over the past decade, the Group has fully capitalized on the strategic opportunities

presented by China’s economic transformation and upgrading, as well as the two-way

opening of its capital market. Adhering to its advantages in local resources and leveraging

Hong Kong as a strategic pivot, in the course of accompanying domestic customers in

“going global” and overseas customers in “coming to China”, the Group actively promoted

the integrated operation and management of its main businesses both at home and abroad,

expanding its client and service networks to major markets globally and in key regions. This

has enabled the Group to establish cross-border, integrated and comprehensive financial

services capabilities, and firmly placed it at the forefront of Chinese securities firms in

Hong Kong. From setting a new record for financing with its H-share listing in 2015,

establishing US Subsidiary in 2018, and becoming the first Chinese financial institution

to issue GDRs and list on the London Stock Exchange in 2019, to establishing Singapore

Subsidiary in 2022, obtaining the access qualification for investment in India capital market

and establishing Japanese Subsidiary in 2025, the Group has gradually developed a global

value chain system with its presence and interconnected development in numerous regions

in Chinese Mainland, Asia, Europe and the US, continuously enhancing its participation

and influence in international markets. International business has become an important

driving force for the development and advancement of the Group. In the past two years,

the Group has lifted internationalization to a new level and further promoted it as a key

future-oriented strategy. The Group has fully explored and developed business opportunities

and resources in overseas markets, further expanded its business space, and continued to

enhance its professional capabilities and asset scale in overseas business. The Group firmly

promoted an integrated layout at home and abroad from talent reserves to infrastructure

construction, thereby deeply integrating into the international market. The Group actively

seized the strategic opportunities in the process of restructuring the global industrial chain

and value chain, and while assisting Chinese companies, institutions and wealth management

– 41 –

client bases in their global development layout, it has focused on promoting international

development to a higher level.

(V) Comprehensive Compliance and Risk Control Systems with Professional and Digital

Accumulation

The Group continuously deepens the building of capabilities on digital compliance and

risk control and management and strives to implement and improve the integrated and

group-level compliance and risk management structure and system. On the premise of

adhering to the bottom line, the Group proactively planned ahead, and accurately assessed

potential business risks, to enhance compliance value creation capabilities and effectively

empower business innovation and development. The Group was the first in the industry to

promote digital compliance construction and comprehensively enhance digital compliance

innovation capabilities. The Group continuously strengthened the management of integrity

business practices, and consolidated the integrated compliance management mechanism

of the Group, so as to safeguard the high-quality and stable development. Meanwhile, the

Group adhered to the risk management culture of “moving forward with steady progress”,

and upheld the risk management concept with “full participation, coverage and penetration”,

to consolidate the integrated risk management system at home and abroad, continuously

strengthen risk management capabilities that match business development, and better support

the implementation of internationalization strategies. The Group adhered to the concept

orientation of deeply integrating risk management into business and resonating with business

development, focused on enhancing the foresight of risk identification and prevention in

key business areas, upgrading and iterating various professional risk management tools.

Centering on the core goal of “real-time, dynamic and measurable” risk management, the

Group strived to promote the digital intelligence transformation in the risk management

sector, continuously empowered the value advancement of risk management, and provided

solid guarantees for high-quality business development.

(VI) Development Platform Empowering Overall Growth Of First-Class And Professional

Talents

The Group always adheres to the “people-oriented” concept, and strives to build a talent

mechanism guided by value creation, committing to stimulate the vitality of talents and

upgrade the value of talents, constructing an integrated platform for the comprehensive

growth and development of talents, and endeavoring to realize the mutual achievement

between the Company and its talents. In recent years, the Group has continuously improved

the mechanism of market-oriented selection and employment and effectively carried out

the tenure system and contractual management of senior management. Senior management

members practically conduct exploration with a forward-looking horizon and lead all staff of

Huatai to constantly explore development potential and vigorously promote the advancement

and progress in the development of the Group. The Group persistently implemented the

strategy of building a strong enterprise with talents, and adhered to the talent selection and

appointment mechanism with the orientation of capabilities and contributions. On this basis,

– 42 –

it has established and improved the all-round, multi-layered and three-dimensional talent

supply chain systems and talent cultivation mechanisms with the characteristics of Huatai.

The Group attached great importance to the cultivation of outstanding young talents in the

market and practice, and actively attracted a number of industry leading talents to build a

team of high-quality managers and professionals with international vision and cross-border

business experience. Meanwhile, the Group proactively guided employees to constantly

enhance awareness on rules, cherished occupational reputation, carried forward professional

spirit and abided by business ethics to refresh the fine tradition of the staff the Huatai in

continuous iteration and development, which provided solid guarantees of talents to the

strategic advancement of the Group.

(VII) Corporate Cultural Value System with Openness, Diversity and Sound Progressiveness

Over its development of more than three decades, Huatai Securities has built culture as a bridge

connecting strategic goals and execution, and a link between individuals and organizations.

Under the new development landscape, the Group firmly practiced the financial culture of

“five musts and five don’ts” with Chinese characteristics, and integrated it into the entire

process and all aspects of business development. Also, in combination with the cultural

concept of the securities industry and taking into account its own development characteristics,

the Group developed a characteristic cultural and brand matrix that integrates Party building

culture, technology culture, compliance culture, risk culture, people-oriented culture and

accountability culture, and continuously enhanced the internal and external recognition and

penetration of culture. The Group always insisted on improving its “hard strength” through

cultural “soft power”, embeded the values of “customer first”, “professionalism as the

foundation”, “diligence and pragmatism”, “mutual improvement with synergy” and “value

creation” into employees’ daily work, advocated and constantly developed a corporate culture

with equity, openness, diversity and inclusiveness, continuously enhanced the mechanism

of respecting professionalism and encouraging creation, enabling employees back to the

real value creation work while accelerating the AI integration, and constantly fostered

innovative vitality through rapid iteration in cultural integration. The Group also actively

transformed its corporate cultural strengths into value-creating advantages in serving the

national strategies, and made concrete efforts in the “Five Major Areas of Finance”. The

Group expanded the depth and breadth of financial services, and provided higher-quality and

more efficient financial support for the development of the real economy. By consolidating

the cultural foundation that aligns with the vision of becoming “a first-class investment

bank with both domestic advantages and global influence”, the Group built the “soft power”

that moved forward with steady progress and continued to make greater contributions to

the high-quality development of the capital market.

– 43 –

V. OPERATION DISCUSSION AND ANALYSIS

Unit: Thousand Yuan Currency: RMB

Segment

revenue

and other

income

and gains

Segment

expenses

Segment

results

Segment

profit

margin

(%)

Year-on-

year

change of

segment

revenue

and other

income

and gains

(%)

Year-on-

year

change of

segment

expenses

(%)

Year-on-year

change of

segment

profit margin

Wealth management business 23,970,207 (15,119,252) 8,850,955 36.92 25.59 17.53

Increase of 4.33

percentage points

Institutional services business 10,101,925 (7,146,551) 2,955,374 29.26 23.65 (0.36)

Increase of 17.05

percentage points

Investment management business 3,829,649 (1,438,792) 2,878,378 75.16 43.98 (5.97)

Increase of 61.53

percentage points

International business 8,729,609 (5,079,508) 3,653,245 41.85 (41.68) (36.78)

Decrease of 4.53

percentage points

Others (including offset) 588,214 (3,387,757) 66,687

11.34

(59.54) (9.36)

Decrease of 45.66

percentage points

Segment total 47,219,604 (32,171,860) 18,404,639 38.98 1.90 (3.50)

Increase of 5.85

percentage points

(I) Overall Operation Conditions

The year of 2025 is the final year of the “14th Five Year Plan”. In the complex situation

of rapid changes in the external environment and increasing domestic challenges and

pressures, China’s economy was moving towards a new direction and demonstrating

resilience. Meanwhile, under the policy guidance of “improving the system inclusiveness and

adaptability of the capital market”, the comprehensive reform of capital market investment

and financing continued to deepen, and its role in serving the high-quality development of the

real economy and cultivating new quality productive forces was becoming more prominent,

which brought about new opportunities and challenges to the development of securities firms.

The Group proactively responded to the profound changes in the domestic and international

environment, focused on the main responsibility and business of capital market services,

always adhered to the “customer-centric” principle, made concrete efforts in the “Five Major

Areas of Finance”, firmly deepened the “two-pronged (雙輪驅動)” development strategy

of wealth management and institutional services under the technology empowerment,

continuously strengthened the strategic layout of its international business and domestic

and overseas integrated linkage, actively explored and implemented digital intelligence

– 44 –

transformation and development, strived to promote the traction and driving of artificial

intelligence on business operation and management operation, enhanced business synergy and

value creation capabilities, continuously built a future-oriented core competitiveness across

economic cycles, maintained a steady, enterprising and good development momentum, and

maintained at the forefront in the industry in terms of overall business performance. Key

initiatives included: in terms of personal customer services, the Group took “creating value

for customers” as the core, continued to enhance its integrated customer service operating

level based on empowerment of financial platforms, improved the professional capabilities

of investment advisory teams in trading service and asset allocation, actively explored the

integration and innovation of artificial intelligence technology and business, and firstly

launched the “AI ZhangLe” APP, an AI native application focused on trading scenarios; in

terms of institutional customer services, the Group focused on the diverse financial needs

of key institutional customers at home and abroad, continuously improved its global and

total asset trading and sales capabilities, further enhanced its asset pricing capabilities,

actively promoted the productization of trading capabilities, continuously strengthened its

intermarket and inter-commodity synergy advantages, and maintained the leading position

in key areas such as market making trading and equity derivatives; in terms of corporate

customer services, the Group actively seized the strategic opportunities presented by the

innovative development of Chinese enterprises and global value chain layout, strengthened

its profound insights into industries, enterprises and assets, fully leveraged the traction role

of its entire business chain to continuously enhance its integrated service system across

market with full coverage of products, and proactively supported the construction of a

modernized industrial system; in terms of international development, the Group focused

on deepening the cross-border integrated development of major business lines, accelerated

the construction of a unified support system for the middle and back platforms adapt to

the business operation globally, efficiently integrated domestic and foreign full business

chain resources, continuously improved overseas business layout, actively expanded new

development space, and better supported high-level financial opening-up; in terms of digital

intelligence development, by relying on AI-driven methodologies and technologies, the

Group further reshaped its front, middle and back platforms, continuously strengthened

the construction of fundamental capabilities of data, model, computing power and other

aspects, and implemented multiple artificial intelligence applications in customer service,

key businesses, and middle and back-end empowerment scenarios. In addition, the Group

continued to enhance the global integration technology capabilities of key business platforms

such as the Global Trading Platform and the FICC Elephant Trading Platform, and extended

its long-term technological empowerment advantages overseas. During the Reporting Period,

the Group’s operating results and its overall strength continued to remain at the forefront

of the industry.

– 45 –

The year of 2026 marks the inaugural year of the “15th Five-Year Plan” and is also a

pivotal year for the Company to embark on a comprehensive intelligent transformation and

build core competitiveness for the future. Setting off anew from the new starting point, the

Group will focus on the strategic goal of building a world-class investment bank. Focusing

on its core business of serving the capital market and upholding its primary responsibility

of serving the real economy, the Company will fully deepen its core development strategy

of “two-pronged (雙輪驅動)” of wealth management and institutional services under the

technology empowerment, reshape the AI-driven business and organizational advancement,

fully release the deep value of integrated business and technological innovation, and strive

to promote high-quality development to a new level. Centered on the continuously evolving

and diverse financial service needs of individuals, institutions and corporate clients both at

home and abroad, and with value creation as the core, the Company will make every effort

to build an integrated and comprehensive service capability covering major global markets

and coordinated linkage throughout the whole business chain, continuously strengthen

the existing advantages while actively exploring new growth opportunities, and further

consolidate and strengthen its leading position in profitability, core business competitiveness,

fintech strength and international development.

(II) Wealth Management Business

1. Market environment

In recent years, China’s wealth management industry has entered a critical stage of

rapid development and transformation and upgrading, with the market size continuing to

expand and the competitive landscape becoming increasingly complex. With profound

changes in the economy and population structure, as well as the continuous downward

shift of the interest rate center, residents’ asset allocation is shifting from “savings

preservation” to “investment appreciation”, and the demand for wealth management

services is becoming more diversified, customized and comprehensive. Meanwhile, with

the accelerated integration of AI and wealth management services, the service model,

technological applications and customer experience of wealth management are being

comprehensively reshaped, and professional financial services are accelerating their

universalization. Securities companies need to be more “customer-centric”, provide

more diversified, more accurate products and services which are more conducive to

long-term and value investment, help residents optimize their asset allocation, achieve

win-win results with investors, and share the achievements of industrial upgrading

and capital market development.

– 46 –

In 2025, the A share market fluctuated with an upward trend in overall, with trading

and investment activity remaining robust in the market. According to the statistics

from Wind Information, the total turnover in the A share market was RMB419.86

trillion, representing a year-on-year increase of 63.36%. The margin financing and

securities lending business showed a significant growth trend benefiting from the

active market, and the balance of margin financing and securities lending business

across the market was RMB2,540.682 billion, representing a year-on-year increase

of 36.26% according to the statistics from Wind Information. For fund investment

advisory business, service models were continuously innovated, and service strategies

and product forms were continuously enriched. According to statistics from the Asset

Management Association of China, in the second half of 2025, the AUM of equity

funds of the top 100 fund sales institutions was RMB5,995.0 billion, the AUM of

non-monetary market funds was RMB11,698.2 billion, and the AUM of stock index

funds was RMB2,415.0 billion. The domestic futures market demonstrated a more

active trading, with trading amount growing significantly. According to the statistics

from the China Futures Association, the total turnover of the futures markets across

the country was RMB766.25 trillion, representing a year-on-year increase of 23.74%.

Against the backdrop of increasingly diversified customer demands and more intense

market competition, it is necessary for wealth management institutions to take the

initiative to embrace new technologies and integrate into the new ecosystem, fully

integrate internal and external service resources, actively build a professional and

intelligent wealth management service system, and actively develop full-chain, three-

dimensional and full-category financial product allocation portfolios and one-stop

investment solutions, so as to help customers preserve and increase their wealth with

scientific asset allocation and accompanying investment advisory services.

2. Operational measures and performance

(1) Securities, futures and options brokerage business and wealth management

service

During the Reporting Period, the Group fully seized the new round of development

opportunities in the continuously active trading and investment securities market,

focused on the mass customers, wealth management customers, high-net-worth

customers and entrepreneurial customers, strived to upgrade trading services

and asset allocation service capabilities, continuously expanded and deepened

the integrated customer service system with comprehensive classification and

stratification, continuously built refined, intelligent, customized and branded

service capabilities, and actively improved the service depth and experience of

customers throughout their entire life cycle, significantly increasing customer size

and asset scale, and highlighting the market leading advantage and brand influence

of inclusive financial services. Adhering to the core orientation of “creating

value for customers”, the Group continuously strengthened the construction of

professional investment tools and strategic service systems driven by finance and

– 47 –

technology, and relied on the professional empowerment of the financial platform

to actively build a deep collaborative business development model for investment

esearch services, strategic research and development, customer operations, etc.,

and to provide customers with diversified wealth management services with

more professional value, service value and companionship value. The Group

continuously iterated and upgraded the basic service functions and value-added

service performance of the wealth management platform, and actively explored

the construction of AI intelligence and innovation empowerment upgrades.

The Group was the first in the industry to launch the AI native application “AI

ZhangLe” APP that focuses on trading scenarios, striving to create a new AI

driven trading service model, bringing investors a more professional and efficient

experience, and leading the intelligent transformation of trading services. The

Group seized the development opportunities of interconnectivity and linkage

between domestic and foreign markets, continuously improved the integrated

operation of “Cross-boundary Wealth Management”, proactively built a private

wealth management business system with cross-boundary service capabilities

and market competitiveness, continuously optimized the linkage mechanism

between domestic and foreign businesses, continuously expanded the breadth

and depth of customer services, and created a new ecosystem of cross-boundary

wealth management services. The Group targeted on the main lines of investment

advisory business, trading strategy and products and services, continuously

improved the buyer-side advisory business model and service system, actively

built a hierarchical management team and a unique product matrix, continuously

enriched the AI toolkit to empower investment advisory business development,

accurately matched customers’ asset allocation needs, and enhanced customer

service stickiness. The Group continuously strengthened the construction of

investment advisory talent team and professional quality training. According

to internal statistics, as of the end of the Reporting Period, the number of the

Company’s staff registered for carrying out securities investment consultancy

(investment advisory) with the Securities Association of China was 3,906.

In terms of stock options brokerage business, the Company continued to enhance

its trading support capabilities and professional investors’ comprehensive service

level, continued to cultivate qualified investors, improved intelligent operation,

enhanced risk management, and provided leading derivatives trading services

centering on customers’ needs. In terms of the futures brokerage business, as

of the end of the Reporting Period, Huatai Futures had 9 futures branches and

42 futures branches in total covering 4 municipalities directly under the Central

Government and 17 provinces in China, being the agent of 164 types of futures.

The Group had 245 securities branches permitted to be engaged in Futures IB

Business.

– 48 –

(2) Financial product sales and fund investment advisory business

During the Reporting Period, the Group was guided by meeting the differentiated

and multi-level asset allocation needs of clients, and collaboratively promoted the

development of financial product sales and fund investment advisory businesses,

providing clients with diversified portfolio strategies and product allocation

solutions. The Group continued to enrich the supply system of financial products

with comprehensive classification and stratification. In terms of mutual funds,

the Group actively made arrangement in active equity products, focused on

passive segmented innovative products, and continuously optimized the layout of

product lines; in terms of private equity funds, the Group continued to promote

the selection of managers and products, and strengthened product research and

risk control and management, with good returns of various segmented strategies

for key products. The Group further improved the buyer-side investment advisory

strategy system, continuously strengthened the implementation of asset allocation

concepts, continuously optimized the “Worry-free Families (省心家族)” allocation

service, continuously increased the richness of “Worry-free Investment (省心

投)” strategies, and achieved overall stable performance; the Group continued to

improve the ETF strategy map, dedicating to provide customers with diversified

choices of products and tools; and the Group continued to optimize the “Worry-

free (省心享)” service model and allocation approaches, with accelerated growth

in business scale. The Group continuously optimized the advisory service system

of buyer-side investment advisory, continued to promote the “Investment-leading

Officers (領投官)” model, provided professional supports such as strategy-driven

investment operations and investment research service systems with the asset

allocation service platform as the base, and proactively created the investment

service system with “Principal (主理人)” and “Investment-leading Officers (領

投官)” as dual cores. The Group enhanced the capability construction of digital

platforms, actively explored the application scenarios of AI large model-enabled

buyer-side investment advisory, and iterated and upgraded asset allocation tools,

so as to enhance the overall business efficiency and capability of strategy support.

According to internal statistics, during the Reporting Period, the number of

financial products held (except for the cash management product “Tian Tian Fa

(天天發)”) was 17,095, and their sales scale (except for the cash management

product “Tian Tian Fa (天天發)”) was RMB673.256 billion. The fund investment

advisory business grew steadily, with a business scale of RMB30.592 billion as at

the end of the Reporting Period, representing a significant growth year-on-year.

According to statistics from the Asset Management Association of China, in the

second half of 2025, the size of equity funds of the Company was RMB143.2

billion, the AUM of non-monetary market funds was RMB209.9 billion, and

the AUM of stock index funds was RMB137.3 billion, all ranking second in

the securities industry.

– 49 –

(3) Capital-based intermediary business

During the Reporting Period, for capital-based intermediary business, the Group

proactively seized the development opportunity of significant growth in the

margin financing and securities lending market, fully exerted the advantages of

financial technology, and continued to build an integrated securities and finance

ecosystem centered on customers, with innovative products as carriers and core

capabilities as support. Aiming at value creation, and customer acquisition

and increase of revenue, the Group proactively explored customer matrix

operations, with significant increase in business scale and market share. For

margin financing business, the Group initiatively responded to fierce market

competition by measures such as customer classification and stratification,

focusing on key customers and innovating business models, thereby effectively

promoting business expansion, quality improvement and efficiency enhancement.

For securities lending business, the Group strictly implemented regulatory policy

requirements, strengthened the operation and management of the securities

pool, and promoted the integration service of capital and securities, thereby

guiding and accompanying customers’ transformation, and enhancing business

competitiveness. According to the regulatory statement data, as of the end of

the Reporting Period, the balance of margin financing and securities lending

business of the Parent Company was RMB184.089 billion, and the integral

maintenance guarantee ratio was 280.00%. The pending repurchase balance of

stock pledged repurchase business was RMB16.180 billion, with an average

fulfillment guarantee ratio of 254.42%, among which, the pending repurchase

balance of on-balance-sheet business was RMB6.285 billion, with an average

fulfillment guarantee ratio of 268.16%; while the pending repurchase balance

of off-balance-sheet business was RMB9.895 billion.

3. Outlook for 2026

For wealth management business, the Group will fully capitalize on the strategic

opportunities of transformation of residents’ wealth from savings to financial asset

allocation. Focusing on the core orientation of “creating value for customers”, the

Group will continuously promote the iteration and upgrading of core capabilities such

as trading services and asset allocation services, strengthen cross-boundary business

integration and coordination, deepen the value exploration of the entire business chain,

and create a new service system that jointly enhances customer value and service value,

platform value and professional value. The Group will make every effort to expand

customer scale and asset scale, and strengthen its mission in better serving investors

and helping residents optimize asset allocation. The Group will reconstruct service

and operation models driven by AI, and consolidate the strong financial platform

capabilities, to build and continuously improve the closed-loop operation model of

“ZhangLe Series + AORTA (聊TA)”. By virtue of professional division, digital tools

and platform empowerment, the Group is committed to implement the precise customer

services, precise support for investment advisory business, and precise matching of

– 50 –

standardized products and personalized needs, so as to achieve large-scale personalized

services. The “AI ZhangLe” APP focuses on customer experience, striving to create a

leading new benchmark for intelligent trading in the industry, and actively promoting

the deep evolution of the industry from “instrumentalization” to “intelligence”. The

Group will establish a sound and comprehensive trading value-added service system,

consolidate and strengthen underlying trading services, upgrade and iterate trading

systems and platforms, strengthen the empowerment of investment advisory teams,

and undertake diversified trading needs of clients and realize the value of trading

services by virtue of professional service capabilities. The Group will optimize and

upgrade the buyer-side investment advisory business model, deepen the operation of

classified customer bases, diversify the differentiated and distinctive service matrix,

and consolidate the level of AI intelligent companion services throughout the entire

process, thereby supporting the coordinated growth of wealth management business

scale and benefits.

For financial products sales and fund investment advisory businesses, the Group

will integrate resources from the entire business chain, continuously strengthen the

construction of diversified asset allocation capabilities, the deployment of cross market

and asset product lines, access to investment advisory service capabilities, and the

application of AI and other technological means, continuously deepen domestic and

international linkage, and meet customers’ diversified financial product allocation

needs. The Group will actively deepen the “Worry-free Families (省心家族)” allocation

service system, enhance the operational capabilities of public offering strategies,

strengthen the research capabilities of private equity investments, expand the layout

of ETFs strategy products, and improve the professional asset allocation service

capabilities of investment advisors from multiple dimensions.

For capital-based intermediary business, the Group will continue to promote the

construction of an integrated ecosystem of securities and finance, with customer

classification and stratification operation as the starting point, business scenarios as

the driving force, and innovative product research and development as the carrier,

to build differentiated competitiveness, fully leverage the business advantages of

domestic and foreign collaboration and integrated linkage, and deeply understand

and accurately meet the full lifecycle service needs of customers. Centered on AI

intelligent transformation and product innovation, the Group will create a strong engine

for business growth, drive intelligent business transformation, and provide customers

with high-quality comprehensive services.

– 51 –

(III) Institutional Services Business

1. Market environment

In 2025, major indexes in the domestic stock market showed picking up. The Wind

All China Index rose by 27.65%, the Shanghai Composite Index rose by 18.41% and

the Shenzhen Component Index rose by 29.87%; the bond market overall exhibited a

trajectory of high volatility, with the CSI Aggregate Bond Index increased by 0.57%

and the China Bond Composite Full-price (Aggregate) Index decreased by 1.59%. In

recent years, driven by continuous policy guidance and improved market environment,

the accelerated entry of medium- and long-term funds such as insurance funds, pension

funds and mutual funds has become an important force in enhancing market stability

and promoting value investment. The development ecology of the capital market

continues to optimize. As an important link between long-term funds and the capital

market, securities companies need to leverage their professional advantages to build a

comprehensive multi-level service system covering the entire chain and the entire life

cycle, provide customized asset allocation, research consultation, trading custody and

other professional services for long-term funds, and help precise allocation of long-term

funds in high-quality industries and science and technology innovation enterprises.

In 2025, China’s equity financing market showed significant growth in terms of overall

size driven by both policy dividends and market vitality. According to the statistics

from Wind Information, funds raised on the full caliber, including IPOs, additional

offering and share allotment, totaled RMB1,076.620 billion, representing a year-on-

year increase of 243.44%. The bond financing market maintained a growth momentum

with the total amount of bond issuance of RMB89,079.877 billion, representing a year-

on-year increase of 11.54%. With the implementation of the “Opinions on Deepening

Market Reform through Merger, Acquisition and Restructuring of Listed Companies

(併購六條)”, the amended “Measures for the Administration of the Material Asset

Restructurings of Listed Companies” (《上市公司重大資產重組管理辦法》) and

other policies and measures, M&A and restructuring market activity continued to

increase. According to the statistics from Zero2IPO Research Center private placement

department (清科研究中心私募通), the number of M&A cases in the M&A market

in China was more than 2,800, representing a year-on-year increase of 19.91% and

the amount of transactions was RMB964.135 billion, representing a year-on-year

increase of 60.67%. In recent years, the accelerated breakthroughs in a new round

of technological revolution and industrial transformation are reshaping the global

economic and competitive landscape. As a key bridge connecting the virtuous cycle of

“technology-finance-industry”, securities companies shoulder the important mission of

promoting high-quality economic development in China, embracing the AI technology

wave, facilitating the rise of new productive forces, and safeguarding the stable and

long-term development of the capital market. Moreover, they need to closely align with

the demands of technological self-reliance and industrial upgrading, further enhance

the adaptability of serving the real economy, better play the role of investment banks

as value discoverers, and act as the main “service provider” for direct financing and

an important “gatekeeper” for the capital market.

– 52 –

2. Operational measures and performance

(1) Investment banking business

During the Reporting Period, aiming to serve the high-quality development of

the real economy and the development of new quality productive forces, the

Group adhered to the dual emphasis of “industrial development thinking + capital

operation thinking”, provided high-quality corporate customers in key industrial

fields with integrated and full business chain comprehensive financial services at

home and abroad, consolidated and enhanced the overall market competitiveness

and brand influence, actively built a first-class investment banking service system

boasting with local strengths and international perspective, and effectively

supported the integrated development of technology innovation and industrial

innovation. In the 2025 evaluation of the practicing quality of investment banking

and financial advisory services of securities firms released by the Securities

Association of China, Huatai United Securities has been awarded Class A.

① Equity financing business

During the Reporting Period, for equity financing business, the Group

adhered to the industry-focusing and region-penetrating strategy, serving

customers’ sustainable development through integrated services of the full

business chain, and the cross-boundary collaborative service capabilities

ranked the forefront in the industry. In the A share market, it sponsored 2

of the top 5 IPO projects. In the H share market, it participated in 8 of the

top 10 IPO projects. According to the statistics from Wind Information,

the Group’s equity lead-underwriting numbers (including IPOs, additional

offerings, allotment of shares, preferred shares, convertible bonds and

exchangeable bonds) was 40, with lead-underwriting amount of RMB66.712

billion, representing a significant year-on-year increase; and convertible

bonds lead-underwriting numbers was 6, with lead-underwriting amount of

RMB11.222 billion, both ranking first in the industry. The Group continued

to focus on technological innovation and sponsored high-tech enterprises

to enter the capital market, including Huadian New Energy, the largest

IPO project in 2025, METAX, the leading domestic high-performance

GPU company, DLJ Transmission, the leading wind power transmission

company, and Wego Blood Purification, the leading blood purification

company, etc.

– 53 –

② Bonds financing business

During the Reporting Period, for bonds financing business, on the basis

of strict risk control, the Group actively developed core customers, built

elite and innovative projects, and maintained steady leading position in

the industry. The Group actively served national strategies, focused on

leading quality clients and promoted the issuance of green bonds and

technological innovation bonds, underwriting a total of 82 green bonds

with RMB22.370 billion and 290 technological innovation bonds with

RMB81.072 billion. According to the statistics from Wind Information,

the Group’s lead-underwriting number of full variety bonds was 4,062,

with lead-underwriting amount of RMB1,411.520 billion, representing a

steady year-on-year growth.

③ Financial advisory business

During the Reporting Period, the Group proactively participated in the

continuously active M&A and restructuring market, and fully leveraged

its role in facilitating transactions to guide innovation in domestic and

international M&A with professional capabilities. Its market leading

position has been continuously consolidated. Guided by serving economic

transformation and upgrading as well as high-quality development, focusing

on the needs of the country and the industry, the Group proactively advanced

the reforms of state-owned enterprises and supported private enterprises for

quality and efficiency improvement. During the Reporting Period, the Group

completed several M&A and restructuring projects with market influence,

such as the UNT restructuring project, which is a transaction of the first

listed company on the STAR Market to acquire quality and unprofitable

assets through issuance of shares since the release of the “Eight Measures

on Deepening Reform of the SSE STAR Market to Serve Technological

Innovation and Development of New Productive Forces (科八條)”, and

for which the Group served as the independent financial advisor, and the

restructuring of Huadian International, which is the largest restructuring

transaction of the power industry for the year. According to the statistics of

public information disclosed by listed companies, the Group served as the

independent financial advisor for 8 approved auditing restructuring projects

and 8 registered projects by the CSRC during the Reporting Period, both

ranking first in the industry; the number of first disclosure of transactions

regarding change in control for which the Group acted as the financial

advisor was 16, and the number of completed transactions was 12, both

ranking first in the industry.

– 54 –

④ OTC business

During the Reporting Period, the Group actively leveraged on the connection

path between the NEEQ and the Beijing Stock Exchange, fully leveraged

the integrated advantage as a large investment bank, continued to provide

technological innovation-based growth enterprises with multi-layered

capital market services, and completed 10 listing projects on the NEEQ.

Meanwhile, the Group focused on screening and cultivating more high-

quality and qualified reserve projects on the Beijing Stock Exchange for

consolidating and enhancing the competitive advantage of the sponsorship

and underwriting business on the Beijing Stock Exchange. In the practice

quality evaluation of the securities companies of 2025 released by the

Beijing Stock Exchange and NEEQ Co., Ltd., the Group ranked second

in the industry.

(2) Prime brokerage (PB) business

During the Reporting Period, the Group fully leveraged its full business chain

resource advantages, efficiently connected customer needs, provided intelligent

and one-stop comprehensive financial service solutions for core customers such

as private equity funds and licensed financial institutions, built a professional

institutional customer service ecosystem, created a competitive advantage

centered on identifying underlying asset risks, and was committed to promoting

the diversified realization of asset value. As of the end of the Reporting Period,

the Group had 15,127 fund products in custody and the total size of funds in

custody reached RMB607.071 billion. We provided administration services to

22,085 fund products (including 1,580 products from Huatai Asset Management),

of which the service scale reached RMB1,355.325 billion (including the business

scale of Huatai Asset Management of RMB526.852 billion). According to the

statistics from the Asset Management Association of China (中國證券投資基金

業協會) as of the fourth quarter of 2025, the Group ranked fourth in the industry

in terms of the number of products filed under the private fund custody business.

– 55 –

(3) Research and institutional sales business

During the Reporting Period, in terms of research business, the Group actively

adapted to changes in the market environment, continuously improved the

allocation of research resources, and proactively built research service systems

such as strategic research, institutional research and wealth research. It firmly

promoted the transformation of research mode, adhered to internationalization

orientation, focused on top institutional clients, and strengthened full business

chain services. It deeply tapped into the research value, and carried out service

activities through multiple channels, platforms and methods, with research

business strength reaching a new level. It firmly expanded its international

business layout, positively expanded its overseas research product lines,

continuously improved the matrix of overseas research products and reach

carriers, and further expanded the coverage of overseas research reports and

leading companies, with coverage depth and cross-boundary linkage effect

of research business continuously enhancing. It optimized and upgraded the

digital platform, continuously promoted the construction of intelligent research,

improved the intelligent composition framework, built AI research assistants,

expanded the application scenarios of investment research data, strengthened

the empowerment of investment research bases, and continuously improved the

efficiency and quality of research work. The Group actively carried out various

forms of research service activities at home and abroad, including releasing

11,729 research reports (including those in English), organizing 65,663 research

roadshow services and 962 thematic teleconferences, holding investment strategy

summits, themed teleconferences, and organizing a series of overseas research

and other activities.

In terms of institutional sales business, the Group fully leveraged the performance

of the integrated and platform based institutional customer service system over the

whole business chain, further expanded the coverage of institutional customers

and deepened comprehensive business cooperation. By virtue of multiple

businesses, it implemented the efficient linkage across business lines and asset

categories, and built differentiated competitive advantages, with comprehensive

business capabilities and market influence steadily improving, and the service

ranking of strategic customers such as leading mutual funds and insurance

institutions steadily climbing, which ranked among the top in the market. During

the Reporting Period, the volume of sub-position transactions for mutual funds

was RMB2,051.428 billion, representing a significant increase year-on-year. The

Group fully grasped market development opportunities, proactively deployed

overseas markets, steadily promoted channel development and customer coverage

in emerging markets, and accelerated the construction of an international service

network. Based on the concept of two-way empowerment in cross-boundary

services, it actively organized various thematic research and exchange activities

overseas to build a global communication and cooperation platform for overseas

– 56 –

investments of clients, continuously connected domestic and foreign capital

market resources, and enhanced its professional service capabilities and brand

influence in the international market.

(4) Investment and trading business

① Equity investment business

During the Reporting Period, in a complex and ever-changing market

environment, the Group continuously iterated and upgraded its investment

and trading system on absolute gains. Centering on macro-hedging, big

data trading and innovative investment businesses, the Group built and

improved the diversified investment business system framework, constantly

enhanced its professional investment capacity and risk control capability,

effectively seized market opportunities, and achieved good investment

performance. In terms of macro-hedging business, it focused on improving

the systematic construction of investment research, and strengthening the

efficiency of strategy execution, constructed high dividend strategies,

and adopted a combination of quantitative and active investment forms

for management, achieving breakthroughs in scale returns. In terms of

big data trading business, based on a technology platform with market

leading performance, and relying on the continuous upgrading of business

monitoring frameworks, continuous iteration of strategic systems, rich

and diverse trading models, and exploration and application of cutting-

edge technologies, it has achieved large-scale and stable returns for many

consecutive years. It accelerated the promotion of equity investment going

global, established a proprietary overseas equity business system, and

steadily expanded new investment space and growth points. It actively

explored AI cutting-edge technology empowerment businesses, consolidated

the core performance advantages of systems and platforms, and effectively

supported the collaborative development of multiple businesses and the

expansion of domestic and foreign businesses. In terms of market making

trading business, it adopted self-developed high-performance automated

trading platform and self-developed market making trading strategy to

participate in the market making of stocks and listed funds on the STAR

Market. The system has strong flexibility, and the strategy has short

iteration cycle, with high degree of automation, achieving stable business

operation, and forming core competitive advantages. As of the end of the

Reporting Period, the Group has filed a total of 128 market-making stocks

for the market making on the STAR Market, with the market making

business of listed funds covering a total of 763 ETFs and 54 REITs, all

ranking among the top in the market.

– 57 –

② FICC trading business

During the Reporting Period, in terms of FICC trading business, taking the

integrated development of domestic and foreign markets as an important

initiative for transformation and upgrading, the Group deepened the

layout of cross-boundary businesses, continuously optimized the business

system, pricing model and trading strategy, and comprehensively improved

profitability. In terms of fixed-income proprietary investment business,

the Group further improved the investment research framework, iterated

and upgraded trading strategies, strengthened quantitative empowerment

of trading, flexibly adjusted asset allocation according to market changes,

actively captured various interest margin portfolio opportunities, and

promoted systematic and scientific trading decision-makings. In terms

of agency business, the Group focused on customer needs, continuously

enriched and improved the product system, and provided customers with

multi-asset, integrated, platform-based and one-stop comprehensive financial

solutions at home and abroad. In terms of market-making business, the

Group continued to optimize pricing models and quotation strategies, and

continuously improved the depth and breadth of market making varieties.

The scale of market making transactions continued to grow, and the market

making of its main business varieties ranked among the top in the industry.

In particular, three policy financial bonds, namely financial bonds of China

Development Bank, financial bonds of the Export-Import Bank of China

and financial bonds of Agricultural Development Bank of China, all ranked

first in the market in terms of market-making, and the Group has obtained

the qualifications of “Northbound Swap Connect” quotation provider and

product comprehensive clearing member of the Shanghai Clearing House.

In terms of carbon finance business, the Group continuously innovated to

support green development of the real economy, and has been recognized by

multiple carbon exchanges. In terms of the FICC Elephant Trading Platform

(FICC大象交易平台), the Group actively promoted the construction of

underlying functions in the fields of proprietary trading, customer demand

business, risk management and liquidity management, and smoothened the

core trading links of cross-boundary businesses. In terms of the CAMS credit

research platform, the Group actively piloted the underlying construction

of AI investment research, continuously enhanced the platform-based core

capabilities, and continuously optimized the trading business model.

– 58 –

③ OTC derivatives trading business

During the Reporting Period, the Group conducted the OTC derivatives

trading business in adherence to the principles of “serving the real economy

as the objective and aligning with clients’ risk management needs”. It

continuously refined its professional capabilities, proactively adjusted its

business structure and layout, strengthened the core competitiveness of

platform empowerment, consolidated the foundation of main responsibility

and business, and promoted the accumulation and upgrading of business

capabilities and client service capabilities. Leveraging the full-business-

chain resources and driven by core trading capabilities, the Group deeply

integrated core elements such as trade matching, intelligent pricing, market-

making liquidity management, innovative product design, and professional

compliance and risk control through digitalization and platformization, and

actively built a comprehensive service system that integrates efficiency,

effectiveness and security. The Group continued to advance cross-border

linkage development, upgraded and optimized its domestic and overseas

product systems, effectively expanded the depth and breadth of client

coverage, and actively explored new transaction growth drivers in overseas

markets. According to the data caliber of the SAC agreement in the regulatory

reports, as of the end of the Reporting Period, the Group had 12,084

outstanding income swap contracts with an ongoing size of RMB94.569

billion; the Group had 2,374 OTC option trading business contracts with

an ongoing size of RMB156.086 billion. During the Reporting Period, the

Company issued 1,179 income certificates through the China Securities

Internet System (中證機構間報價系統) and OTC market, with an issuance

scale of RMB64.929 billion.

3. Outlook for 2026

For the investment banking business, the Group will focus on serving the real economy

and the development of new productive forces. With a cross-market, full-cycle and

full-product business chain system, the Group will cater to the domestic and overseas

financial service needs of clients, build a global industrial network, assist Chinese

enterprises in going global, and establish a first-class investment banking service system

with international competitiveness. It will fully transform its business philosophy,

strengthen the coordinated business capacity among the asset side, capital side and

fund side, deepen the “investment banking-investment” business linkage, improve asset

acquisition and pricing capabilities, and drive value discovery and value creation with

capital. For the equity financing business, the Group will continue to deepen industry

focus and regional penetration, actively develop domestic and overseas benchmark

projects with market influence, and consolidate its leading market position in key

industries and key regions. For the debt financing business, the Group will further

enhance value judgment capabilities, strengthen comprehensive services for high-

– 59 –

quality clients and high-quality assets, and actively develop innovative products aligned

with national strategic directions such as green bonds and technology innovation bonds.

For the financial advisory business for mergers, acquisitions and restructuring, the

Group will increase its presence in hard technology and bottleneck sectors, effectively

improve long-term comprehensive service efficiency for leading enterprises in the

industrial chain and high-quality growth enterprises, and create classic and innovative

market cases.

For the research and institutional sales business, the Group will take the initiative to

adapt to profound changes in the market environment and industry ecology, reshape

the institutional client service system, steadily advance the internationalization strategy,

continuously strengthen the construction of digital and intelligent platforms, and focus

on improving comprehensive service capabilities. It will enrich domestic and overseas

product lines, deepen cross-border linkage, full-business chain synergy and refined

operation, continuously expand the global institutional client network, and strive to

enhance the market position and brand influence of the institutional business. The

Group will strengthen research depth and overseas research capacity, further expand

coverage of overseas leading enterprises, and reshape a unified investment research

foundation with AI.

For the investment and trading business, the Group will continuously enhance platform-

based and systematic investment and trading capabilities. With AI thinking and

capabilities, it will reconstruct investment and allocation capabilities across borders,

exchanges and over-the-counter markets, and major asset categories, continuously

build an institutional trading ecosystem, and effectively transform and upgrade towards

enhancing asset pricing power and the productization of trading capabilities. For the

equity investment business, the Group will continue to base itself on three core business

lines: macro hedging, big data trading and innovative investment, steadily promote

the international layout of the business, actively build a three-dimensional business

system with “diversified strategy-driven + cutting-edge technology-enabled + top talent

team”, and establish a sustainable, diversified and stable business model. For the FICC

trading business, the Group will continue to focus on the cross-border linkage strategy,

upgrade and iterate diversified trading strategies and an integrated trading platform,

continuously strengthen quantitative trading support, actively promote cross-border

business layout and capacity building, constantly expand new investment varieties,

and further improve the comprehensive service capacity and market competitiveness

of the business. For the OTC derivatives trading business, the Group will continuously

optimize risk management service solutions, continuously deepen core capabilities such

as hedging trading, product design and innovation, client services and digital platform

construction, actively explore business opportunities in domestic and overseas markets,

deeply cultivate the client ecosystem, and explore new business growth points.

– 60 –

(IV) Investment management business

1. Market environment

In recent years, as the reform of public funds has accelerated the reshaping of the

industry ecology and artificial intelligence technology has begun to disrupt the traditional

investment research paradigm, China’s asset management industry is undergoing a

profound structural upgrade, moving towards a new stage of high-quality development

centered on investors’ interests and driven by professional capabilities. Behind the

continuous growth of the asset management market scale are the optimization of

product structure, the improvement of investment capabilities and the intensification of

market competition, which have put forward all-round and higher-level requirements

for the business logic and operation of asset management institutions. According to the

statistics of the Asset Management Association of China, as of the end of the fourth

quarter of 2025, the total scale of asset management products of fund management

companies and their subsidiaries, securities companies and their subsidiaries, futures

companies and their asset management subsidiaries, and private equity fund managers

reached RMB81.58 trillion, of which the scale of public funds was RMB37.71 trillion,

and the scale of private asset management products of securities companies and their

subsidiaries was RMB6.44 trillion. Under the market environment of “low interest

rates and high volatility”, providing investors with stable long-term returns has

become the industry consensus. Asset management institutions need to return to the

essence of asset management services, innovate long-term and stable asset management

products, and guide residents’ wealth to be allocated to the capital market in the

long term through compliant channels. Meanwhile, they need continuously optimize

the allocation strategies of the capital side and asset side, strengthen the investment

research system, deepen customer service capabilities, improve digital and intelligent

operation efficiency, enhance customer investment experience, and help the mutual

promotion of expanding domestic demand and wealth appreciation.

In 2025, the fundraising side of China’s equity investment market showed strong

resilience, the activity of the investment side rebounded significantly, and the exit

mechanism was further improved. Policies drove capital to gather in technological

innovation, the hard technology sector received continuous attention and support,

and a new capital market ecology of “long-term capital for long-term investments (

長錢長投)” is being accelerated. According to the statistics of Zero2IPO Research

Center private placement department (清科研究中心私募通), in 2025, the number of

newly raised funds in China’s equity investment market was 5,039, with a total size of

RMB1,648.304 billion, a year-on-year increase of 14.08%; the number of investment

cases in China’s equity investment market was 10,795, with a total investment amount

of RMB928.716 billion, a year-on-year increase of 45.55%. Under the development

trend of continuous optimization of the policy environment, continuous expansion of

capital sources and coordinated efforts of innovative tools, securities companies should

fully leverage their advantages in the entire business chain, focus on investing in hard

technology and early and mid-stage science and technology innovation enterprises,

coordinate the investment banking, asset management and wealth management sectors,

provide “fund-raising, investment, management and exit” (募投管退) full life-cycle

– 61 –

services for venture capital funds and investees, actively cultivate patient capital and

long-term capital, support the growth of technology enterprises, and help the rise of

emerging industries, to better promote the integrated development of technological

innovation and industrial innovation.

2. Operational measures and performance

(1) Asset management business of securities companies

During the Reporting Period, Huatai Asset Management, a wholly-owned

subsidiary of the Group, proactively adapted to changes in the market landscape

and regulatory environment, firmly advanced the business platform-based and

differentiated development strategy, and deeply focused on clients’ diversified

investment and financing needs. By taking investment asset management and

investment banking asset management services as key measures, it actively

explored and iterated the asset pricing logic under the domestic low-interest rate

environment, continuously enhanced active investment management capabilities,

steadily optimized the product and service system, and effectively met clients’ full-

life-cycle asset management needs. For the investment asset management business,

it practiced the “absolute return” concept, with the core goal of expanding clients

and client assets. It actively built an integrated large-scale investment research

system, focused on promoting the development of fixed income/fixed income

plus, equity, FOF and cross-border businesses, etc. and effectively increased

the management scale. For the investment banking asset management business,

it deeply explored internal and external resources, continuously improved the

collaborative linkage mechanism, actively targeted high-quality assets, and

constantly enhanced pricing capabilities. It consolidated business increments

mainly through ABS business and public REITs business. It firmly promoted the

platform-based development strategy, used the integrated platform to facilitate the

accumulation of core capabilities and in-depth business collaboration, and further

improved business operation efficiency through scenario-based application of

AI technology. According to the regulatory report data caliber, as of the end of

the Reporting Period, the asset management scale of Huatai Asset Management

reached RMB708.465 billion, representing a year-on-year increase of 27.36%.

According to statistics of Wind Information, during the Reporting Period, Huatai

Asset Management, as the manager of corporate ABS plans, issued 165 projects

with a total issuance size of RMB138.040 billion, ranking second in the industry

in both indicators. During the Reporting Period, on the basis of the existing

projects Jiangsu Transport Control REIT, Baowan Logistics REIT and Jianye

High-tech REIT, Huatai Asset Management promoted the issuance and listing

of the new Hengtai Rental REIT project, and the full-chain service capability

of public REITs business was continuously enhanced.

– 62 –

In recent years, the asset management business of securities companies has

completed the net-value transformation by building product lines covering

different risk-return characteristics in the fields of fixed income investment,

equity investment, multi-asset investment and cross-border investment, and

consolidated and enhanced the leading advantages in asset securitization business,

capital business and real estate fund business. As of the end of the Reporting

Period, the collective asset management business managed 409 collective asset

management plans in total, with a total management scale of RMB135.528 billion;

the single asset management business managed 872 single asset management

plans in total, with a total management scale of RMB164.176 billion; the special

asset management business managed 299 special asset management plans in

total, with a total management scale of RMB227.148 billion; and the public

fund management business managed 43 public fund products in total, with a

total management scale of RMB181.612 billion.

The scale of the securities companies’ asset management business is as follows:

Unit: 100 million Yuan Currency: RMB

Business type 2025 2024

Collective asset management business 1,355.28 632.71

Single asset management business 1,641.76 1,562.32

Specialized asset management business 2,271.48 1,980.95

Public fund management business 1,816.12 1,386.69

Note: The above data are from the regulatory statements.

(2) Private equity fund management business

During the Reporting Period, the private equity fund management business

adhered to the principles of marketization and professionalization, actively

expanded diversified and long-term capital channels, steadily expanded the fund

management scale, and continuously enhanced market influence. Upholding the

investment philosophy of research-led and in-depth industrial cultivation, and

centering on national strategies and industrial upgrading, the Group continued to

conduct in-depth research on key sectors including healthcare, TMT, and advanced

manufacturing, accurately identified core technical barriers and growth inflection

points in segmented fields, systematically explored high-quality investment

opportunities in the upstream and downstream, and actively pursued diversified

exit channels for invested enterprises. As of the end of the Reporting Period,

Huatai Purple Gold Investment and its second-tier subsidiaries, as fund managers,

had 33 valid private equity investment funds filed with the Asset Management

Association of China, with a total subscribed capital of RMB64.919 billion and

– 63 –

a total paid-in capital of RMB48.614 billion. During the Reporting Period, the

above private equity investment funds invested in a total of 50 projects, with a

total investment amount of RMB1.749 billion.

(3) Asset management business of fund companies

During the Reporting Period, the Group’s fund management subsidiaries actively

responded to the reform direction of the public fund industry, continuously

improved the business and service system centering on the best interests of

investors, continuously enhanced product and business innovation capabilities,

strengthened the forward-looking layout of featured products, actively built

an empowerment model to reshape businesses with AI technology, improved

the full-process service system, strengthened refined cost management, and

continuously enhanced the cross-cycle and diversified comprehensive asset

allocation capabilities. The total scale of asset management maintained a growth

trend. China Southern Asset Management continuously expanded and optimized

its product layout, anchored the development direction of new-quality productive

forces, forged a “platform-based, integrated and multi-strategy” investment

research system, and actively built a product system matrix with new-quality

productive forces attributes. As of the end of the Reporting Period, its total assets

under management amounted to RMB2,827.868 billion, of which the public fund

business assets under management amounted to RMB1,512.566 billion. Huatai-

PineBridge continuously optimized product design and investment strategies,

enriched its product line, and maintained a leading position in index business. As

of the end of the Reporting Period, its total assets under management amounted to

RMB872.964 billion, of which the public fund business assets under management

amounted to RMB845.246 billion. (The equity investment gains and losses of

China Southern Fund and Huatai-PineBridge are included in other segments in

the segment report)

– 64 –

(4) Asset management business of futures companies

During the Reporting Period, Huatai Futures, a wholly-owned subsidiary of the

Group, focused on the main theme of high-quality development, continuously

improved the effectiveness of compliance and risk control management, and

actively built a platform-based operation and intelligent automated business-

driven system. Taking distinctive derivatives as the differentiated entry point

and strengthening active management capabilities as the core competitiveness,

it firmly developed a specialized asset management business model centered

on futures and derivatives, effectively satisfying clients’ differentiated risk

preferences and asset allocation needs. As of the end of the Reporting Period,

there were 37 ongoing asset management plans, with a total asset management

scale of RMB1,236.5563 million and futures-side equity scale of RMB444.0957

million.

(5) Alternative investment business

The Group conducts alternative investment business through its wholly-owned

subsidiary, Huatai Innovative Investment. During the Reporting Period, in

accordance with regulatory policies and the Group’s business layout, Huatai

Innovative Investment gave full play to business synergy effects, focused on

developing equity investments in financial technology, follow-on investment

on the STAR Market, and strategic placement on the Beijing Stock Exchange,

and steadily explored follow-on investment on the ChiNext Market. As of the

end of the Reporting Period, there were 34 ongoing investment projects with a

total investment scale of RMB1,427.2396 million.

3. Outlook for 2026

For the asset management business of securities companies , the Group will continue

to rely on the Group’s full-industry-chain system, give full play to the advantages of

its investment banking genes, continuously enhance active management capabilities,

further refine the absolute return system, actively promote the cross-border linkage

development of the business, and continuously strengthen the development of digital

application capabilities. It will fully build an asset management brand with securities

firm characteristics, provide more professional and precise financial services, deeply

focus on clients’ diversified investment and financing needs, fully support the cultivation

and growth of new-quality productive forces, and continuously provide financial

support for high-quality economic development. It will actively build a large asset

management ecosystem, take investment asset management and investment banking

asset management services as key measures, and provide first-class investment products,

asset allocation and overall financial service solutions in a one-stop manner to empower

clients’ asset management service journey. For the investment asset management

business, the Group will continue to accumulate differentiated and platform-based

business capabilities, consolidate and refine core products, continuously optimize scale

– 65 –

structure and revenue quality, and form a more recognizable market brand. For the

investment banking asset management business, the Group will continue to deepen

asset securitization and public REITs businesses, effectively connect investment and

financing needs, strengthen investment and financing linkage, target high-quality

assets, and continuously enhance pricing capabilities and competitiveness.

For the private equity fund management business, the Group will continuously expand

its network in key regions, deepen cooperation with industrial leaders in establishing

funds, and actively introduce long-term capital such as social security funds and

insurance funds to consolidate its capital foundation and steadily expand the scale of

fund management. It will continue to focus on key sectors, take artificial intelligence

as the main thread, systematically deploy in hard technology, healthcare and new

consumption sectors, and continuously increase the coverage of high-quality assets.

It will further strengthen refined post-investment management, continuously improve

project tracking and risk early warning mechanisms, and constantly enhance asset

value and risk defense capabilities.

For the asset fund management business of fund companies, the Group will continue

to enrich its diversified product system, upgrade its AI-driven core capabilities,

fully advance the development of a product-led business empowerment system and

technology-driven core competencies, continuously improve the “platform-based,

integrated and multi-strategy” business system, enhance investment research capabilities

and strategic asset allocation capabilities, and deepen full-life-cycle value partnership

for investors, laying a solid foundation for building a first-class investment institution.

For the asset management business of futures companies, the Group will focus on the

development of futures and derivatives, continuously strengthen core capabilities in

investment research, operations and marketing, constantly increase the proportion of

futures-related business, and actively build differentiated and specialized competitive

advantages. It will provide clients with diversified and personalized asset management

solutions through smarter systems, more professional teams and higher-quality products.

For the alternative investment business, the Group will continuously improve its

institutional mechanisms and business operation procedures, deepen the development

of the fintech ecosystem, prudently promote equity investment, follow-on investment

on the STAR Market, strategic placement on the Beijing Stock Exchange and other

new businesses, and build a comprehensive service system centered on value discovery

and long-term partnership.

– 66 –

(V) International Business

1. Market environment

In 2025, affected by multiple factors, global economic growth momentum weakened

and the international economic and trade order underwent profound adjustments.

Meanwhile, artificial intelligence technology was accelerating the reshaping of the

global industrial ecosystem, industrial structure and value creation methods, bringing

new development opportunities and challenges. Benefiting from favorable policies and

optimized market mechanisms, the Hong Kong stock secondary market posted a strong

overall upward trend with active trading. The Hang Seng Index rose by 27.77% and the

Hang Seng Tech Index rose by 23.45%. According to statistics of Wind Information,

the total trading volume of the Hong Kong stock market reached HKD47.85 trillion,

an increase of 93.33% year-on-year. The Hong Kong equity financing market saw

explosive growth, and the IPO fundraising reached HKD286.91 billion, up 225.49%

year-on-year; post-listing fundraising reached HKD326.367 billion, up 278.15% year-

on-year. The U.S. stock secondary market performed strongly overall. The Dow

Jones Industrial Average rose by 12.97%, the S&P 500 Index rose by 16.39% and

the NASDAQ rose by 20.36%. According to the statistics from Wind Information,

the U.S. stock market trading volume reached USD145.71 trillion, an increase of

32.19% year-on-year. The U.S. equity financing market continued its recovery with

significantly improved market activity: IPO financing reached USD68.418 billion,

up 67.70% year-on-year; secondary offering financing reached USD135.222 billion,

down 0.51% year-on-year.

In recent years, against the backdrop of accelerated restructuring of the global industrial

and supply chains, the overseas expansion of domestic enterprises has continued to

expand and deepen, and the role of investment banks in supporting enterprises to “go

global” has become increasingly prominent. Meanwhile, under global asset rebalancing,

both “investing globally from China” and “investing in China from abroad” require

the partnership and support of professional financial institutions that understand both

domestic and international market rules and can efficiently integrate global resources.

This has also raised higher requirements for the service capabilities of Chinese securities

firms. With the further advancement of the international development of Chinese

securities firms, it has become an inevitable path for securities companies to build

first-class investment banks by enhancing highly specialized services and vertically

integrated management capabilities, gradually establishing extensive customer, product

and service networks in major global and emerging markets, continuously strengthening

the market competitiveness of international businesses, and effectively improving the

ability to provide comprehensive cross-border investment and financing services for

domestic and overseas industrial clients and global investors.

– 67 –

2. Operational measures and achievements

During the Reporting Period, the Group firmly deepened its international development

layout and built the value creation competitiveness of a first-class investment bank. It

fully seized the strategic opportunities brought by the continuous deepening of high-

level opening-up, and steadily expanded its business presence in major global markets

and key regions. As the holding platform for the Group’s international business,

Huatai International deeply integrated the Group’s full-industry-chain resources,

gave full play to its intermediary value in the capital market, and actively built

a customer-oriented, platform-coordinated and seamlessly connected cross-border

service ecosystem. Relying on the Group’s integrated domestic and overseas risk

management framework and system, it ensured the coordinated advancement of risk

control and business development. By building a diversified product matrix, opening

up access to global markets and delivering an excellent customer experience, it fully

responded to customers’ global asset allocation needs, and its brand influence in the

international market was significantly enhanced. During the Reporting Period, Huatai

International formally registered and established its Japanese subsidiary. As of the end

of the Reporting Period, Huatai International maintained stable and orderly business

operations, with all financial indicators ranking among the top tier of Chinese-funded

securities firms in Hong Kong.

(1) Business in Hong Kong

For the Hong Kong business, the Group adhered to the core mission of investment

banking services, taking cross-border business as the strategic pivot to build a

comprehensive and all-round cross-border financial service platform system.

With advanced platform capabilities and effective risk control, it continued to

deepen the integrated business system covering equity business, FICC business,

investment banking business, wealth management business and investment

management business. Besides, it steadily advanced its international layout,

further expanded its business footprint, and consolidated and enhanced its

differentiated competitive advantages. For the equity derivatives business, the

Group continued to expand into overseas markets, enriched product categories

and trading models, further strengthened cross-border and offshore business

strength, and maintained its leading position among peers. For the equity sales

and trading business, the Group committed to building a one-stop cross-border

integrated financial service platform centered on “cash equities + cross-border

prime brokerage + QFII (現金股票+跨境主經紀商+QFII)”, and continuously

consolidated its in-depth coverage capability for long-term funds. For the “HKD-

RMB Dual Counter Mode (港幣-人民幣雙櫃檯)” market-making business, the

Group was awarded the “Most Active RMB Counter Market Maker (人民幣櫃檯

最活躍莊家)” by the HKEX, with its professional capabilities widely recognized

by the industry. For the FICC business, the Group continued to expand the depth

and breadth of the market, optimized trading strategies, focused on strengthening

– 68 –

system platform and data infrastructure construction, and actively formed an

integrated domestic and overseas business operation pattern featuring synergy

among “proprietary trading – market making – client execution – platform and

data (自營-做市-代客-平台與數據)”. For the investment banking business, the

Group continuously improved cross-market execution and service capabilities,

completed a number of landmark projects, and maintained a rich project pipeline

and a leading market position. According to internal and external statistics,

Huatai Financial Holdings (Hong Kong) sponsored 22 Hong Kong IPO projects

during the Reporting Period, ranking third in the market in terms of sponsorship

volume. For the wealth management business, the Group continuously enhanced

the platform-based and integrated operation of online and offline channels,

actively seized market development opportunities, strengthened the product

and service system for high-net-worth clients, continuously improved customer

acquisition quality of “ZhangLe Global Connect (漲樂全球通)”, further boosted

wealth product sales, and achieved leapfrog development. For the investment

management business, the Group continued to promote business transformation,

firmly implemented the “institutional + wealth (機構+財富)” dual-driven strategy

and the “domestic and overseas integration (境內外一體化)” development

strategy, and continuously enhanced active management and product design

capabilities. For the investment business, the Group strictly controlled risks,

actively promoted the internationalization strategy and deeply explored high-

quality potential business opportunities.

(2) Huatai Securities (USA)

Huatai Securities (USA) obtained the broker-dealer license approved by the U.S.

Financial Industry Regulatory Authority in 2019. It was granted the proprietary

trading license in 2020, and obtained the qualification to conduct securities

transactions with institutional investors in Canada in 2021. In 2022, it gained

market access to major European securities exchanges. In 2023, it became

an introducing broker for U.S. futures products. In 2024, it obtained the U.S.

Treasury securities broker-dealer qualification and the underwriting membership

of the NASDAQ Stock Market. During the Reporting Period, it obtained the

non-U.S. sovereign debt broker-dealer qualification (covering sovereign bonds

of Europe, the UK, Canada, Latin America, Japan and Southeast Asia) and the

IPO lead underwriter membership of the New York Stock Exchange. During

the Reporting Period, Huatai Securities (USA) continued to provide cross-

border interaction services for Chinese enterprises and Chinese institutional

investors, and actively participated in cross-border M&A transactions. Its FICC

business product portfolio continued to expand, and the cross-border linkage and

collaboration mechanism was further optimized. The company is committed to

providing integrated services to global investors.

– 69 –

(3) Singapore Subsidiary

In 2023, the Singapore Subsidiary obtained the Capital Markets Services licence

and Exempt Financial Adviser status granted by the Monetary Authority of

Singapore, and conducts securities trading and corporate finance business in

Singapore in compliance with laws and regulations. During the Reporting Period,

it received approval from the Monetary Authority of Singapore to lift investor

restrictions on corporate finance advisory business, obtained the qualification

of Accredited Issuing Manager for the Mainboard of the Singapore Exchange,

and was granted the Foreign Portfolio Investor (FPI) qualification for the Indian

market. During the Reporting Period, the Singapore Subsidiary steadily advanced

the development of various businesses, and its regional carrying capacity and

influence continued to improve. The equity and derivatives business achieved

phased progress in client coverage, trading channels and system support. The

investment banking business effectively undertook crossmarket projects and

actively promoted financing by Chinese enterprises in Singapore through

crossborder listing channels such as “Mainland + Singapore” and “Hong Kong +

Singapore”. The institutional trading business steadily expanded local institutional

client coverage in Singapore, participated in IPO projects and deepened market

service capabilities. The wealth management business deeply explored client

needs, actively explored cooperation opportunities, effectively enhanced brand

awareness and market influence, and facilitated the expansion of client resources.

3. Outlook for 2026

The Group will continue to deepen international development and integrated linkage,

steadily expand its global business landscape, establish a sound tiered and classified

comprehensive service system, effectively improve the synergy efficiency of the

entire business chain through platform-based operations, prudently manage risks,

continuously enhance the market competitiveness of its international business, and

consolidate and upgrade its leading position in the industry.

For the Hong Kong business, the Group will continue to consolidate its positioning as

a cross-border capital market intermediary, and committed to providing comprehensive

and efficient integrated financial solutions for domestic and overseas clients. For the

equity derivatives business, the Group will continue to strengthen product creation

and market-making capabilities to consolidate its leading market position, and further

expand into overseas markets to meet clients’ international business needs. For the

equity sales and trading business, the Group will strive for both scale expansion and

value enhancement, continuously improve the product system, build a comprehensive

service ecosystem for institutional clients, steadily expand the breadth and depth

of client coverage, strengthen cross-border trading capabilities, and enhance the

added value of comprehensive services. For the FICC business, the Group will take

strengthened trading capabilities, deeper client ecosystem and solid platform data

– 70 –

as core pillars, establish an efficient ecosystem with internal and external linkage,

deeply explore client demands, and enhance the synergy efficiency of cross-market

and cross-asset-class comprehensive services through continuous platform upgrading,

so as to better match clients’ diversified domestic and overseas investment and trading

needs. For the investment banking business, the Group will commit to extending

into industrial depth and both ends of the value chain, rely on in-depth industrial

empowerment and full-cycle comprehensive services to continuously strengthen project

execution capabilities, help more high-quality enterprises expand their global layout,

and consolidate and enhance its leading advantages in the Hong Kong market. For the

wealth management business, the Group will take building a sound wealth management

service system as its core goal, continuously strengthen platform operation and client-

facing system development, improve the tiered and classified client service system, and

enhance cross-border collaborative service capabilities. For the investment management

business, the Group will focus on the coordinated growth of management scale and

investment returns, strictly control risks, enhance product creation capabilities, expand

overseas sales channels, and empower clients by relying on the resource advantages

of the entire industrial chain.

Huatai Securities (USA) will actively seize cross-border business opportunities,

continuously expand its business layout, enhance business collaboration capabilities,

and extend the depth and breadth of coverage among global institutional investors.

It will further improve the cross-border client trading platforms and product systems

for equities and FICC, actively expand service channels, and provide comprehensive

services to meet the asset allocation and risk hedging needs of global investors.

The Singapore Subsidiary will focus on building cross-border capital market service

capabilities and steadily advance the development of various businesses. For investment

banking, it will actively promote cross-border listing projects such as “Mainland +

Singapore” and “Hong Kong + Singapore” and explore opportunities for cross-border

mergers and acquisitions. For equity and derivatives business, it will continue to

develop OTC equity, commodity and other businesses to enhance cross-market product

coverage. For institutional trading business, it will continuously improve capabilities

in foreign exchange, interest rates and related products to serve investors’ cross-border

trading and risk management needs. For wealth management business, it will focus on

business development and product launches, and continuously expand client coverage

and business scale.

– 71 –

(VI) Digital and Intelligent Development

1. Digital finance development strategy

Focusing on the technology strategic guideline of “building technology into the

Company’s core competitiveness”, the Group, riding the wave of transformation

in the intelligent era, has defined “ALL IN AI – AI Reshaping New Development

Advantages” as its transformation vision for the new stage. Taking AI as the new

engine of the Company’s development, the Group actively explored new forms of

digital-intelligent transformation of businesses. Leveraging its AI financial large model

capabilities and rich professional data assets, the Group improved business decision-

making and provided more professional services to clients. The Group is committed to

strengthening strategic overall planning and guidance, improving the governance and

evaluation system for data and AI, nurturing a multi-tiered AI talent pool, innovating

organizational mechanisms and cultural concepts in the AI era, increasing investment

in technological innovation, and promoting the in-depth integration of technology and

business, so as to fully translate technological advantages into business value creation

advantages.

Meanwhile, the Group adheres to the multi-dimensional construction of a digital

financial technology ecosystem with “capital + resources”: through strategic investment,

the Group has provided capital support for innovative enterprises and accelerated the

incubation and cultivation of high-quality fintech enterprises; through resource sharing,

the Group has opened up the business scenarios of the Company, complemented the

capabilities and created jointly with ecosystem partners, and jointly promoted the

application of emerging technologies.

2. Major measures and results in digital and intelligent transformation during the

Reporting Period

During the Reporting Period, the Group continued to pursue the four overall

transformation goals of “Empowering Clients, Innovating Businesses, Optimizing

Operations and Enabling Employees”, and steadily promoted the intelligent upgrading

of business platforms. Besides, the Group has endowed these goals with brand-new

connotations aligned with the new requirements of the intelligent era.

In terms of “Empowering Clients”, the Group built the brand-new “AI ZhangLe

(AI漲樂)” APP with AI-native technologies and concepts. Relying on powerful AI

financial large model, it drove three core work modules: “Morning Briefing (早點聽)”,

“Special Alerts (特別提醒)” and “Task Assignment (任務交辦)”, and actively explored

the integration of new artificial intelligence technologies with wealth management

business. “Xingzhi(行知)”, the one-stop institutional client service platform, focused

on core client groups, upgraded products and services from the user perspective,

optimized user experience with AI capabilities, and completed the development of

intelligent applications including AI disclosure assistant, AI investment research Q&A,

and AI roadshow tools.

– 72 –

In terms of “Innovating Businesses”, the Group explored the intelligent construction

and dynamic update of AI-driven industrial chain and entity supply chain maps. The

intelligence level of market-making business continued to improve; AI signals achieved

full coverage of constituent stocks of broad-based indices, and the AI signal research

model based on intelligent agents was initially explored, effectively enhancing the

execution effect of market-making strategies.

In terms of “Optimizing Operations”, the Group upgraded the intelligent investment

banking review system, built multi-dimensional integrated intelligent review capabilities

covering access analysis, basic verification, in-depth inspection and risk judgment,

and strengthened substantive risk control capabilities. It upgraded the intelligent

review for institutional clients, and completed the system construction for intelligent

review of consistency in field materials, supporting efficient information extraction,

intelligent verification and inspection, automatic opinion generation and other functions,

and thereby improving review efficiency and quality. The intelligence level of risk

monitoring and management was upgraded, and the initial implementation of intelligent

assistants for asset risk and client risk was realized.

In terms of “Enabling Employees”, the Group continuously upgraded and expanded

the Huatai Office Digital Employee Assistant. By integrating a series of intelligent

agents including meeting scheduling, document processing, translation services, HR

services, business travel management, official document systems and OA workflows, it

comprehensively improved the intelligent and digital experience of employees in daily

work and reshaped the office model. The construction of intelligent agent engineering

capabilities for code was completed, covering key development positions.

(VII) Business Innovation and its Effects on the Company’s Business Performance, Future

Development and Risk Control

During the Reporting Period, the Company constantly carried out business innovation

activities, promoted the innovation of business, products, services and management modes,

and constantly improved its innovation ability. The development of innovative business is a

supplement to the existing product lines and business scope, which can effectively release

business space, expand client resources and revenue sources, enhance profitability, as well

as improve customer structure and business model, meet customers’ full and diversified

business needs, and further enhance brand influence.

During the Reporting Period, in light of internal and external management requirements,

the Company continuously improved its new business management mechanism, revised

management specifications, promoted the continuous optimization of evaluation templates,

optimized the cross-border business evaluation model, strengthened the development of

relevant system functions, and enhanced the standardization and collaboration efficiency of

new business evaluation. During the Reporting Period, the Company expanded its product

lines and market layout in line with market trends. It obtained additional qualifications

– 73 –

including market making for various options products on commodity futures exchanges and

the agency business for centralized clearing of RMB interest rate swaps at the Shanghai

Clearing House. Meanwhile, the Company continued to advance the development of cross-

border businesses, raising its participation and brand influence in overseas markets.

(VIII)

There Were No Significant Changes in the Company’s Operation Status During the

Reporting Period and There Were no Matters That Had or Expected to have Significant

Influence in the Future on the Company’s Operation During the Reporting Period

VI. MAJOR OPERATIONS DURING THE REPORTING PERIOD

As of December 31, 2025, on a consolidated statements basis, total assets of the Group amounted

to RMB1,077.348 billion, representing a year-on-year increase of 32.31%; total equity attributable

to shareholders of the Company amounted to RMB206.939 billion, representing a year-on year

increase of 7.96%; total fee and commission income amounted to RMB47.220 billion, representing

a year-on-year increase of 1.90%; and profit for the year attributable to shareholders of the

Company amounted to RMB16.383 billion, representing a year-on-year increase of 6.72%.

(I) Main Businesses Analysis

1. Analysis table of the changes in relevant items of the income statement and the cash

flow statement

Unit: Thousand Yuan Currency: RMB

Item

Amount for

the current

period

Amount for

the same

period of

last year

Change

percentage

(%)

Total fee and commission income 47,219,604 46,338,281 1.90

Total expenses (32,171,860) (33,339,894) (3.50)

Profit before income tax 18,404,639 15,352,340 19.88

Profit for the year attributable to the

shareholders of the Company 16,383,497 15,351,162 6.72

Net cash (used in)/generated from

operating activities (63,456,125) 34,818,437 N/A

Net cash (used in)/generated from

investing activities (42,102,246) 20,496,121 N/A

Net cash generated from/(used in)

financing activities 110,790,256 (59,670,326) N/A

Net increase/(decrease) in cash and cash

equivalents 5,231,885 (4,355,768) N/A

– 74 –

2. Revenue, gains and other income

As at December 31, 2025, the Group’s total fee and commission income amounted to

RMB47.220 billion, representing a year-on-year increase of 1.90%, of which:

(1) Fee and commission income amounted to RMB19.565 billion, accounting for

41.43%, representing a year-on-year increase of 13.36%, mainly due to the

increase in income from securities brokerage business and underwriting and

sponsorship business.

(2) Interest income amounted to RMB13.913 billion, accounting for 29.47%,

representing a year-on-year increase of 2.60%, mainly due to the increase in

interest income from margin trading and securities lending business.

(3) Net investment income amounted to RMB13.829 billion, accounting for 29.29%,

representing a year-on-year decrease of 4.06%, mainly due to the decrease in

gains from disposal of subsidiaries.

(4) Other income and (losses)/gains amounted to RMB(87) million, mainly due to

exchange losses.

Unit: Thousand Yuan Currency: RMB

Item

2025 2024 Increase/decrease

Amount Ratio Amount Ratio Amount Ratio

Fee and commission

income 19,564,646 41.43% 17,259,336 37.25% 2,305,310 13.36%

Interest income 13,913,370 29.47% 13,560,994 29.27% 352,376 2.60%

Net investment gains 13,828,725 29.29% 14,413,799 31.11% (585,074) (4.06)%

Other income and (losses)/

gains (87,137) (0.18)% 1,104,152 2.38% (1,191,289) (107.89)%

Total revenue, other

income and gains 47,219,604 100.00% 46,338,281 100.00% 881,323 1.90%

– 75 –

3. Total expenses

As at December 31, 2025, the Group’s total expenses amounted to RMB32.172 billion,

representing a year-on-year decrease of 3.50%, of which:

(1) Fee and commission expenses amounted to RMB5.168 billion, representing

a year-on-year increase of 19.88%, mainly due to increased expenses from

securities brokerage business and underwriting and sponsorship business.

(2) Interest expenses amounted to RMB9.518 billion, representing a year-on-year

decrease of 12.33%, mainly due to decreased interest expenses on long-term

bonds and interest expenses on payable for financial assets sold under repurchase

agreements.

(3) Staff costs amounted to RMB9.771 billion, representing a year-on-year decrease

of 3.01%, mainly due to a decrease in accrued staff costs of the Group.

(4) Other expenses mainly included depreciation and amortisation, taxes and

surcharges, net impairment losses and other operating expenses.

Unit: Thousand Yuan Currency: RMB

Item

2025 2024 Increase/decrease

Amount Ratio Amount Ratio Amount Ratio

Fee and commission

expenses (5,167,934) 16.06% (4,310,977) 12.93% (856,957) 19.88%

Interest expenses (9,517,831) 29.58% (10,856,424) 32.56% 1,338,593 (12.33)%

Staff costs (9,771,202) 30.37% (10,074,621) 30.22% 303,419 (3.01)%

Depreciation and

amortization expenses (1,461,102) 4.54% (1,774,611) 5.32% 313,509 (17.67)%

Tax and surcharges (218,473) 0.68% (179,417) 0.54% (39,056) 21.77%

Other operating expenses (5,441,604) 16.91% (5,897,575) 17.69% 455,971 (7.73)%

Net impairment losses (593,714) 1.85% (246,269) 0.74% (347,445) 141.08%

Total expenses (32,171,860) 100.00% (33,339,894) 100.00% 1,168,034 (3.50)%

– 76 –

4. Analysis of segment fee and commission income and segment expenses

(1) Analysis of segment fee and commission income

Unit: Thousand Yuan Currency: RMB

Business segment

Segment

revenue,

other

income and

gains for

the current

period

Percentage

of total

segment

revenue,

other

income and

gains for

the current

(%)

Segment

revenue,

other

income and

gains for

the same

period of

last year

Percentage

of total

segment

revenue,

other

income and

gains for

the same

period of

last year

(%)

Increase or

decrease in

percentage of

total segment

revenue, other

income and

gains as

compared to

the same period

of last year

Wealth management business 23,970,207 50.76 19,086,383 41.19

Increase of 9.57

percentage points

Institutional services business 10,101,925 21.39 8,169,556 17.63

Increase of 3.76

percentage points

Investment management business 3,829,649 8.11 2,659,847 5.74

Increase of 2.37

percentage points

International business 8,729,609 18.49 14,968,771 32.30

Decrease of 13.82

percentage points

Others (including offset) 588,214 1.25 1,453,724 3.14

Decrease of 1.89

percentage points

During the Reporting Period, on a consolidated basis, the Group recorded fee and

commission income of RMB47.220 billion in total, representing a year-on-year

increase of 1.90%. Among the principal business segments, segment revenue

from wealth management business of the Group increased by RMB4.884 billion

as compared to the same period of last year, segment revenue from institutional

services business and investment management business increased by RMB1.932

billion and RMB1.170 billion as compared to the same period of last year,

respectively, and revenue from the international business segment decreased

by RMB6.239 billion compared to the same period last year, mainly due to the

sale of subsidiaries in the same period last year.

– 77 –

(2) Changes in the scope of consolidation due to changes in shareholding of major

subsidiaries during the Reporting Period

For changes in the scope of consolidation due to changes in shareholding of

major subsidiaries during the Reporting Period, please refer to “24. Investments

in subsidiaries” of “Notes to the Consolidated Financial Statements” under the

“Independent Auditor’s Report and Consolidated Financial Statements” in this

report.

(3) Analysis on segment expenses

Unit: Thousand Yuan Currency: RMB

Business segment

Segment

expenses for

the current

period

Percentage

of total

segment

expenses for

the current

period

(%)

Segment

expenses for

the same

period of

last year

Percentage

of total

segment

expenses for

the same

period of

last year

(%)

Increase or

decrease in

percentage of

total segment

expenses as

compared to

the same period

of last year

Wealth management business (15,119,252) 47.00 (12,864,554) 38.59

Increase of 8.41

percentage points

Institutional services business (7,146,551) 22.21 (7,172,421) 21.51

Increase of 0.70

percentage point

Investment management business (1,438,792) 4.47 (1,530,117) 4.59

Decrease of 0.12

percentage point

International business (5,079,508) 15.79 (8,035,260) 24.10

Decrease of 8.31

percentage points

Others (including offset) (3,387,757) 10.53 (3,737,542) 11.21

Decrease of 0.68

percentage point

In terms of expenses of each business segment as a percentage of total expenses

of the Group, segment expenses of wealth management business and institutional

services business increased by 8.41 percentage points and 0.70 percentage point,

respectively, and segment expenses of investment management business and

international business decreased by 0.12 percentage point and 8.31 percentage

points, respectively.

– 78 –

5. Information of R&D personnel

During the Reporting Period, the Group focused on advancing its development from

comprehensive digital transformation to comprehensive intelligent transformation.

Centering on the technology strategy of “building technology into the Company’s core

competitiveness”, the Group further strengthened the development of its technology

organization, fostered a multi-level AI talent pool, innovated organizational mechanisms

in the AI era, and sustained the high-quality development of its R&D team. As of the

end of the Reporting Period, the Group had 3,220 R&D personnel, accounting for

20.76% of the total number of employees of the Group.

As of the end of the Reporting Period, the information of R&D personnel of the

Group is as follows:

Number of R&D personnel of the

Company 3,220

Percentage of the number of R&D

personnel to the Company’s total

number of employees (%) 20.76

Education composition of R&D personnel

Education composition category Number of education composition

Doctor 16

Master 1,557

Bachelor 1,605

Junior college graduate and below 42

Age composition of R&D personnel

Age composition category Number of age composition

Under 30 (excluding 30) 930

30-40 (including 30, excluding 40) 1,922

40-50 (including 40, excluding 50) 312

50 and above (including 50) 56

– 79 –

6. Cash flow

Unit: Thousand Yuan Currency: RMB

Item

Amount

for the

current period

Amount

for the same

period of

last year

Amount of

increase or

decrease

Percentage of

increase or

decrease (%)

Net cash (used in)/generated from

operating activities (63,456,125) 34,818,437 (98,274,562) N/A

Net cash (used in)/generated from

investing activities (42,102,246) 20,496,121 (62,598,367) N/A

Net cash generated from/(used in)

financing activities 110,790,256 (59,670,326) 170,460,582 N/A

Net increase/(decrease) in cash and

cash equivalents 5,231,885 (4,355,768) 9,587,653 N/A

During the Reporting Period, the Group’s net increase in cash and cash equivalents

was RMB5.232 billion. Among them:

(1) Net cash used in operating activities was RMB63.456 billion, a decrease of

RMB98.275 billion compared with the same period of the previous year, mainly

due to the increase in financial assets at fair value through profit or loss.

(2) Net cash used in investing activities was RMB42.102 billion, a decrease of

RMB62.598 billion compared with the same period of the previous year,

mainly due to the increase in financial instruments at fair value through other

comprehensive income.

(3) Net cash generated from financing activities was RMB110.790 billion, an increase

of RMB170.461 billion compared with the same period of the previous year,

mainly due to the increase in proceeds from the issuance of long-term bonds.

– 80 –

7. Detailed description of significant changes in the Group’s business types, components

or sources of profit

Unit: Thousand Yuan Currency: RMB

Item

Amount for

the current

period

Amount for

the same

period of

last year

Year-on-year

change (%) Principal reason

Total revenue, gains and other

income

47,219,604 46,338,281 1.90 Increase in fee and commission income

Total expenses (32,171,860) (33,339,894) (3.50) Decrease in interest expenses

Operating profit 15,047,744 12,998,387 15.77 Increase in fee and commission income,

and decrease in expenses

Profit before income tax 18,404,639 15,352,340 19.88 Increase in fee and commission income,

and decrease in expenses

Profit for the year 16,372,754 15,518,874 5.50 Increase in fee and commission income,

and decrease in expenses

Among which: profit for the

year attributable to

shareholders of the Company

16,383,497 15,351,162 6.72 Increase in fee and commission income,

and decrease in expenses

Item

Balance as at

the end of the

period

Balance as at

the beginning of

the period

Year-on-year

change (%) Principal reason

Total assets 1,077,347,556 814,270,494 32.31 Increase in the scale of financial assets

at fair value through profit or loss and

margin accounts receivable

Total liabilities 870,351,352 622,376,573 39.84 Increase in the scale of payables to

brokerage clients

Total shareholders’ equity 206,996,204 191,893,921 7.87 Profit generated for the year

– 81 –

(II) Analysis of Key Items of Consolidated Statement of Financial Position

1. General description of consolidated statement of financial position

Unit: Thousand Yuan Currency: RMB

As at December 31, 2025 As at December 31, 2024 Increase/decrease

Item Amount Ratio Amount Ratio Amount Ratio

Non-current assets

Property and equipment 6,749,551 0.63% 6,489,412 0.80% 260,139 4.01%

Investment properties 178,018 0.02% 182,131 0.02% (4,113) (2.26)%

Goodwill 249,707 0.02% 51,342 0.01% 198,365 386.36%

Land-use rights and other

intangible assets 2,135,007 0.20% 2,035,899 0.25% 99,108 4.87%

Interests in associates 22,285,733 2.07% 21,446,915 2.63% 838,818 3.91%

Interests in joint ventures 1,344,777 0.12% 999,113 0.12% 345,664 34.60%

Debt instruments at amortised cost 42,557,169 3.95% 40,854,764 5.02% 1,702,405 4.17%

Financial assets held under

resale agreements 1,117,472 0.10% 199,610 0.02% 917,862 459.83%

Debt instruments at

fair value through other

comprehensive income 38,412,576 3.57% 5,938,076 0.73% 32,474,500 546.89%

Equity instruments at

fair value through other

comprehensive income 14,613,478 1.36% 125,860 0.02% 14,487,618 11,510.90%

Financial assets at fair

value through profit or loss 6,072,976 0.56% 5,292,149 0.65% 780,827 14.75%

Refundable deposits 49,391,627 4.58% 33,451,298 4.11% 15,940,329 47.65%

Deferred tax assets 2,413,051 0.22% 1,591,926 0.20% 821,125 51.58%

Other non-current assets 187,881 0.02% 240,951 0.03% (53,070) (22.03)%

Total non-current assets 187,709,023 17.42% 118,899,446 14.60% 68,809,577 57.87%

– 82 –

As at December 31, 2025 As at December 31, 2024 Increase/decrease

Item Amount Ratio Amount Ratio Amount Ratio

Current assets

Accounts receivable 12,589,543 1.17% 5,587,233 0.69% 7,002,310 125.33%

Other receivables, prepayments and

other current assets 4,093,160 0.38% 2,880,227 0.35% 1,212,933 42.11%

Margin accounts receivable 186,014,825 17.27% 132,546,005 16.28% 53,468,820 40.34%

Debt instruments at amortised cost 1,961,138 0.18% 6,938,958 0.85% (4,977,820) (71.74)%

Financial assets held under

resale agreements 16,491,714 1.53% 15,028,791 1.85% 1,462,923 9.73%

Debt instruments at fair value

through other comprehensive

income 6,403,360 0.59% 4,197,477 0.52% 2,205,883 52.55%

Financial assets at fair value

through profit or loss 372,869,353 34.61% 296,245,608 36.38% 76,623,745 25.86%

Derivative financial assets 11,437,030 1.06% 9,991,125 1.23% 1,445,905 14.47%

Clearing settlement funds 8,346,763 0.77% 11,136,758 1.37% (2,789,995) (25.05)%

Cash held on behalf of brokerage

clients 221,738,092 20.58% 170,880,569 20.99% 50,857,523 29.76%

Cash and bank balances 47,693,555 4.43% 39,521,458 4.85% 8,172,097 20.68%

Held-for-sale assets – – 416,839 0.05% (416,839) (100.00)%

Total current assets 889,638,533 82.58% 695,371,048 85.40% 194,267,485 27.94%

Total assets 1,077,347,556 100.00% 814,270,494 100.00% 263,077,062 32.31%

Current liabilities

Short-term bank loans 21,647,664 2.49% 3,362,980 0.54% 18,284,684 543.70%

Short-term debt instruments issued 60,329,377 6.93% 28,852,939 4.64% 31,476,438 109.09%

Placements from other financial

institutions 37,134,967 4.27% 30,113,661 4.84% 7,021,306 23.32%

Accounts payable to brokerage

clients 240,910,426 27.68% 184,586,976 29.66% 56,323,450 30.51%

Employee benefits payable 4,502,377 0.52% 4,589,013 0.74% (86,636) (1.89)%

Other payables and accruals 109,915,712 12.63% 75,436,419 12.12% 34,479,293 45.71%

Contract liabilities 223,153 0.03% 104,692 0.02% 118,461 113.15%

Current tax liabilities 1,450,281 0.17% 179,973 0.03% 1,270,308 705.83%

Financial assets sold under

repurchase agreements 148,156,522 17.02% 121,048,168 19.45% 27,108,354 22.39%

Financial liabilities at fair value

through profit or loss 33,370,249 3.83% 33,474,911 5.38% (104,662) (0.31)%

Derivative financial liabilities 18,224,472 2.09% 10,943,785 1.76% 7,280,687 66.53%

Long-term bonds due within one

year 83,066,273 9.54% 41,787,436 6.71% 41,278,837 98.78%

Held-for-sale liabilities – – 75,402 0.01% (75,402) (100.00)%

Total current liabilities 758,931,473 87.20% 534,556,355 85.89% 224,375,118 41.97%

Net current assets 130,707,060 – 160,814,693 – (30,107,633) (18.72)%

Total assets less current liabilities 318,416,083 – 279,714,139 – 38,701,944 13.84%

– 83 –

As at December 31, 2025 As at December 31, 2024 Increase/decrease

Item Amount Ratio Amount Ratio Amount Ratio

Non-current liabilities

Long-term bonds 100,025,526 11.49% 73,671,381 11.84% 26,354,145 35.77%

Long-term bank loans 170,903 0.02% – – 170,903 –

Non-current employee benefits

payable 6,901,015 0.79% 6,116,922 0.98% 784,093 12.82%

Deferred tax liabilities 668,282 0.08% 476,548 0.08% 191,734 40.23%

Financial liabilities at fair value

through profit or loss 3,051,669 0.35% 6,973,421 1.12% (3,921,752) (56.24)%

Other payables and accruals 602,484 0.07% 581,946 0.09% 20,538 3.53%

Total non-current liabilities 111,419,879 12.80% 87,820,218 14.11% 23,599,661 26.87%

Net assets 206,996,204 – 191,893,921 – 15,102,283 7.87%

Equity

Share capital 9,026,864 4.36% 9,027,302 4.70% (438) –

Other equity instruments 33,300,000 16.09% 28,300,000 14.75% 5,000,000 17.67%

Treasury shares (7,102) – (100,545) (0.05)% 93,443 (92.94)%

Reserves 108,747,265 52.54% 105,753,021 55.11% 2,994,244 2.83%

Retained profits 55,872,443 26.99% 48,694,124 25.38% 7,178,319 14.74%

Total equity attributable to

shareholders of the Company 206,939,470 99.97% 191,673,902 99.89% 15,265,568 7.96%

Non-controlling interests 56,734 0.03% 220,019 0.11% (163,285) (74.21)%

Total equity 206,996,204 100.00% 191,893,921 100.00% 15,102,283 7.87%

– 84 –

As at December 31, 2025, the Group’s total non-current assets were RMB187.709

billion, representing an increase of RMB68.810 billion compared with the beginning

of the year, mainly due to the increases of RMB32.475 billion, RMB14.488 billion

and RMB15.940 billion in debt instruments at fair value through other comprehensive

income, equity instruments at fair value through other comprehensive income and

refundable deposits, respectively. As at December 31, 2025, the Group’s total non-

current liabilities were RMB111.420 billion, representing an increase of RMB23.600

billion compared with the beginning of the year, mainly due to the increase of

RMB26.354 billion in long-term bonds.

As at December 31, 2025, the Group’s total current assets were RMB889.639 billion,

representing an increase of RMB194.267 billion compared with the beginning of the

year, mainly due to the increases of RMB76.624 billion, RMB53.469 billion and

RMB50.858 billion in financial assets at fair value through profit or loss, margin

accounts receivable and cash held on behalf of brokerage clients, respectively. As at

December 31, 2025, the Group’s total current liabilities were RMB758.931 billion,

representing an increase of RMB224.375 billion compared with the beginning of

the year, mainly due to the increases of RMB56.323 billion, RMB41.279 billion,

RMB34.479 billion and RMB31.476 billion in accounts payable to brokerage clients,

long-term bonds due within one year, other payables and accruals and short-term debt

instruments issued, respectively.

2. Major restricted assets as of the end of the Reporting Period

As of the end of the Reporting Period, major restricted assets of the Group totaled

RMB217,979,358 thousand, including cash and bank balances, financial assets at fair

value through profit or loss, debt investments at amortised cost, debt instruments at fair

value through other comprehensive income, equity instruments at fair value through

other comprehensive income, interests in associates and other current assets. Except for

the above assets, no major assets of the Group were seized, detained, frozen, mortgaged

or pledged, realized except under certain conditions, unable to be realized, or could

not be used to pay the debts. There was no circumstance or arrangement under which

the major assets were occupied, used or with limited beneficiary or disposal right.

3. Contingent liabilities

For contingent liabilities during the Reporting Period, please refer to “58. Outstanding

litigations” of “Notes to the Consolidated Financial Statements” under the “Independent

Auditor’s Report and Consolidated Financial Statements” in this report.

– 85 –

4. Description of changes in the measurement attribute of assets measured at fair value

and major assets

Fair value refers to the price received for selling one asset or the price payable for

transferring one liability by a market participant in an orderly transaction on the

measurement date.

When estimating the fair value, the Group considers the characteristics that the market

participants consider when they price the related assets or liabilities on the measurement

date (including the asset status and the limitation on selling or using the assets), and

adopts the currently available valuation techniques that are supported by adequate

available data and other information. The main valuation techniques used include the

market approach, income approach and cost approach.

The impact of gains and losses of changes in fair value on the Group’s profit during

the Reporting Period is as follows:

Unit: Thousand Yuan Currency: RMB

Item

Impact

on profit

for 2025

Impact

on profit

for 2024

Financial assets at fair value through profit

or loss 2,870,167 (3,901,985)

Financial liabilities at fair value through profit

or loss (722,191) 28,452

Derivative financial instruments (5,297,090) (988,058)

Other assets 140,528 –

– 86 –

5. Structure and quality of assets

As of December 31, 2025, total shareholders’ equity of the Group amounted to

RMB206.996 billion, representing an increase of RMB15.102 billion or 7.87% as

compared to that as of the end of 2024, which was mainly due to the realization of

retained earnings by the Group during the Reporting Period.

The asset structure of the Group continued to be optimized and the assets maintained

good quality and liquidity. As of December 31, 2025, total assets of the Group

amounted to RMB1,077.348 billion, representing an increase of RMB263.077 billion

or 32.31% as compared to the beginning of the year. Specifically, cash and bank

balances, cash held on behalf of brokerage clients and clearing settlement funds of the

Group amounted to RMB277.778 billion, accounting for 25.78% of the total assets;

margin accounts receivable amounted to RMB186.015 billion, accounting for 17.27%

of the total assets; financial assets at fair value through profit or loss amounted to

RMB378.942 billion, accounting for 35.17% of the total assets; debt investment at

amortised cost and debt instruments at fair value through other comprehensive income

amounted to a total of RMB89.334 billion, accounting for 8.29% of the total assets;

property and equipment, investment properties and other intangible assets accounted

for 0.86% of the total assets. Most of the assets have strong cash ability. The Group’s

assets have strong liquidity and the asset structure is reasonable.

During the Reporting Period, the Group’s gearing ratio increased. As of December 31,

2025, the total liabilities of the Group amounted to RMB870.351 billion, representing

an increase of RMB247.975 billion or 39.84% as compared to the beginning of the

year. The gearing ratio was 75.25% (excluding the impact of client-related funds),

representing an increase of 5.72 percentage points as compared to the beginning of

the year.

– 87 –

As of December 31, 2025, the Group obtained funds through borrowings and debt

financing instruments. As of the end of the Reporting Period, total amount of the

placements from other financial institutions of the Group amounted to RMB302,375

million. Details are shown as follows:

Unit: Thousand Yuan Currency: RMB

Borrowings and debt financing plans As of December 31, 2025

Placement from China Securities Finance Corporation

Limited 1,082,020

Placement from other financial institutions 36,052,947

Short-term bank loans 21,647,664

Short-term debt instruments issued 60,329,377

Long-term bank loans 170,903

Long-term bonds 183,091,799

Total amount 302,374,711

Borrowings and debt financing with a financing maturity of more than one year were

RMB100,196 million, accounting for 33.14%. Among them, borrowings and debt

financing with a financing maturity of one to two years were RMB31,707 million, those

with a financing maturity of two to five years were RMB57,100 million, and those

with a financing maturity of over five years were RMB11,389 million. Borrowings

and debt financing with a financing maturity of less than one year were RMB202,178

million, accounting for 66.86%.

As of December 31, 2025, the Group’ s borrowings and debt financing with fixed interest

rate were RMB301,293 million. In particular, the balance of short-term borrowings

was RMB21,648 million, the balance of long-term borrowings was RMB171 million,

the balance of placements from other financial institutions was RMB36,053 million,

the balance of income receipts with fixed interest rate was RMB32,686 million, the

balance of corporate bonds was RMB158,393 million, the balance of subordinated debts

was RMB21,934 million, and the balance of foreign debts was RMB30,408 million.

– 88 –

As of December 31, 2025, cash and cash equivalents of the Group amounted to

RMB60,601 million, of which RMB cash and cash equivalents accounted for 87.07%.

As of December 31, 2025, the Group’s short-term bank borrowings included balance of

credit borrowings of RMB20,880 million, and that of pledge borrowings of RMB768

million.

As of December 31, 2025, the Group had long-term bank borrowings.

6. Analysis of profitability

In 2025, adhering to the “customer-centric” principle, the Group remained committed

to deepening the “dual-wheel drive” development strategy of wealth management

and institutional services under technology empowerment, built future-oriented and

cycle-resilient core competitiveness, maintained a sound momentum of steady and

proactive development, and ranked among the top players in the industry in terms of

overall strength.

7. Explanations on the changes in the scope of consolidation of the statements

For details of the explanations on the changes in the scope of consolidation of the

statements of the Group, please refer to “24. Investments in Subsidiaries” of “Notes

to the Consolidated Financial Statements” under the “Independent Auditor’s Report

and Consolidated Financial Statements” in this report.

8. Analysis of income tax policy

During the Reporting Period, the Company’s income tax was subject to the Enterprise

Income Tax Law of the People’s Republic of China (《中華人民共和國企業所得

稅法》) and the Implementation Regulations for Enterprise Income Tax Law of

the People’s Republic of China (《中華人民共和國企業所得稅法實施條例》). The

calculation and payment methods of the income tax shall be subject to the Announcement

of the State Taxation Administration on Issuing the “Administrative Measures for the

Collection and Administration of Enterprise Income Tax by Enterprises with Cross-

Regional Consolidated Operations (State Taxation Administration Announcement No.

57 of 2012) (《國家稅務總局關於印發<跨地區經營匯總納稅企業所得稅徵收管

理辦法>的公告》(國家稅務總局公告[2012]57號)). The income tax rate applicable

to the Company and its domestic subsidiaries is 25%. The Company enjoys the

preferential policy of calculating and deducting research and development expenses,

and the profit tax rate applicable to the Hong Kong subsidiary of the Company is

16.5%. Other overseas subsidiaries of the Company are subject to income taxes at tax

rates applicable in their jurisdictions.

– 89 –

9. Analysis of financing channels and financing capacity

Financing

channels

Except for equity financing, the Company, taking into account the

market environment and its own demand, carried out financing in the

domestic through stock exchanges, interbank market, counter market

and other markets according to relevant policies and regulations. In

particular, the short-term financing channels included credit lending,

bond repurchasing, short-term corporate bonds, short-term structured

notes and margin refinancing, etc. The Company’s medium and long-

term financing channels include issuing corporate bonds, subordinated

bonds, perpetual subordinated bonds, long-term structured notes, etc.

Meanwhile, the Company can also introduce offshore funds through

the issuance of overseas bonds and medium-term notes as well as

bank loans to support the business development of the Company.

Liquidity

management

policies and

measures

The Company has always attached great importance to liquidity

management. As for funds management, it adhered to the principle

of “full amount concentrated, allocated in a unified way, valued by

classification and monitored timely”. In terms of management and

development strategies, it paid attention to matching business scale

with liabilities. Based on reasonable asset allocation and diversified

debt financing, the Company ensured reasonable matching of duration,

scale of assets and liabilities and proper liquidity.

The Company followed the general principles of comprehensiveness,

prudency, predictiveness for liquidity risk management according

to the centralized management and stratified prevention and control

management model, established a liquidity risk management system

based on comprehensive risk management framework, set up and

improved the liquidity risk management system in line with the

Company’s strategy, and implemented liquidity risk management

policy with the preference for “steadiness and safety”. The Company

ensured there is no liquidity risk that would cause significant impacts

on sustainable operation, so as to fully guarantee the steady and safe

development of the business of the Company.

– 90 –

To ensure its liquidity safety, the Company has adopted various

measures mainly including: 1) constantly improving the capital

position management, strengthening the daytime liquidity monitoring

system, and consolidating daytime liquidity risk prevention and control

by keeping abreast of capital usage in business and day-time payment

progress in a timely manner; 2) strengthening the management for

the matching between durations of assets and liabilities, establishing

high-quality current asset reserves, and enhancing the financing

diversity and stability; 3) constantly promoting the construction

of the treasury management platform, and strengthening the

capabilities of the information system to identify, measure, monitor

and control liquidity risks, in order to ensure that the liquidity risks

are measurable, controllable and tolerable; 4) analyzing supervisory

indicators of cash flow and liquidity risk under certain stress scenarios

to evaluate the tolerance level of the Company for liquidity risks,

and constantly optimizing the Company’s response capacity to

liquidity risks based on the stress test results; 5) with the guidance

of consolidated statements management, continuously strengthening

the management on the liquidity risk of subsidiaries, particularly the

vertical management on the liquidity risk of overseas subsidiaries

to improve subsidiaries’ response capacity to liquidity risks and the

Group’s prevention and control of liquidity risks; 6) organizing the

formulation, exercise and evaluation of a liquidity risk contingency

plan, in order to improve the Company’s emergency capacity for

liquidity risks; and 7) improving the liquidity risk reporting system,

so as to ensure that the management is able to keep abreast of the

Group’s liquidity risk level and management situation in a timely

and accurately manner.

During the Reporting Period, the Company’s liquidity coverage

ratio (LCR) and net stable funding ratio (NSFR) continued to meet

regulatory requirements and maintained enough safe space.

– 91 –

Analysis of

financing

capability

and financing

strategy

The Company has operated in compliance with regulations, enjoyed

a sound reputation as well as strong capital strength, profitability and

debt repayment ability, maintained good cooperation relationships

with commercial banks, and had sufficient bank credit. As of the end

of the Reporting Period, the total credit line obtained by the Company

from commercial banks amounted to approximately RMB830.0 billion,

demonstrating strong short-term and medium-to-long term financing

abilities. As of the end of the Reporting Period, after assessment by

China Lianhe Credit Rating Co., Ltd., the credit rating of the Company

was AAA and the credit rating outlook is stable. After comprehensive

assessment by Shanghai Brilliance Credit Rating & Investors Service

Co., Ltd., the credit rating of the Company was AAA and the credit

rating outlook is stable. After comprehensive assessment by Standard

& Poor’s, the long-term credit rating of the Company was BBB+ and

the credit rating outlook is stable. After comprehensive assessment

by Moody’s, the long-term credit rating of the Company was Baa1

and the credit rating outlook is stable.

The Company carried out and continuously optimized and adjusted

its financing planning by taking into account the market environment

and its business demands, to ensure the balance of the Company’s

assets and liabilities structure and improve the overall efficiency of

capital allocation. Meanwhile, the Company maintained the follow-

up research on the interest rate and exchange rate markets and fully

utilized corresponding financial instruments to avoid risks.

(III) Analysis of Industry Operation

For details of the analysis of industry operation, please refer to “Management Discussion

and Analysis and Report of the Board” in this report.

(IV) Analysis of Investments

Overall analysis of external equity investments

As of the end of the Reporting Period, the Group’s interests in associates amounted to

RMB22,286 million, representing an increase of RMB839 million or 3.91% as compared

to RMB21,447 million at the beginning of the period; and the interests in joint ventures

amounted to RMB1,345 million, representing an increase of RMB346 million or 34.63% as

compared to RMB999 million at the beginning of the period. For details of the overall situation

of the Group’s external equity investment, please refer to “25. Interests in associates” and

“26. Interests in joint ventures” of “Notes to the Consolidated Financial Statements” under

the “Independent Auditor’s Report and Consolidated Financial Statements” in this report.

– 92 –

1. Significant equity investment of the Company

For details of the Company’s significant equity investments, please refer to “24.

Investment in Subsidiaries” of “Notes to the Consolidated Financial Statements”

under the “Independent Auditor’s Report and Consolidated Financial Statements” in

this report.

2. The Company had no significant non-equity investment

3. Financial assets measured at fair value

Unit: Thousand Yuan Currency: RMB

Item

Balance at

the end of

last year

Balance at

the end of

this year

Investment

income

during the

Reporting

Period

The

changed

amount of

fair value

during the

Reporting

Period

Financial assets at fair value through profit

or loss 301,537,757 378,942,329 43,999,362 2,870,167

Equity instruments at fair value through other

comprehensive income 125,860 14,613,478 374,288 1,149,468

Debt instruments at fair value through other

comprehensive income 10,135,553 44,815,936 (77,941) (567,661)

Derivative financial instruments (952,660) (6,787,442) (16,701,663) (5,252,246)

Other assets – 2,287,704 65,721 140,528

Note: As at the end of the Reporting Period, any single item above did not exceed 5% of the total

assets of the Group as at December 31, 2025.

4. There was no major asset restructuring and merger by the Company during the

Reporting Period

– 93 –

(V) Sales of Significant Assets and Equities by the Company during the Reporting Period

In 2024, the Resolution on the Transfer of 20% Equity Interest in Jiangsu Equity Exchange

Co., Ltd. was considered and approved at the fourteenth meeting of the sixth session of

the Board of the Company, agreeing to transfer its 20% equity interest in Jiangsu Equity

Exchange to Jiangsu Jincai Investment Co., Ltd. (江蘇金財投資有限公司), and authorize

the senior management of the Company to handle relevant matters involved in this transfer

in accordance with laws and regulations. During the Reporting Period, Jiangsu Equity

Exchange completed the industrial and commercial registration modification procedures for

equity change. As at the end of the reporting period, the Company’s shareholding in Jiangsu

Equity Exchange, which is a participating subsidiary of the Company, is 32%. Subsequent

to the Reporting Period, the Company completed the transfer of the 32% equity interest

in Jiangsu Equity Exchange in February 2026 and no longer holds any equity interest in

Jiangsu Equity Exchange.

(VI) There Was No Other Major Disposal, Acquisition, Replacement or Stripping of Assets,

Or Bankruptcy or Reorganization, Merger or Division, Restructuring or Other Similar

Situations of the Company during the Reporting Period

– 94 –

(VII) Analysis of Key Subsidiaries

Unit: Ten Thousand Yuan Currency: RMB

Name Type

Shareholding

percentage

of the Company Registered capital Total assets Net assets

Operating

revenue Operating profit Net profit

Huatai United Securities Co., Ltd. Subsidiary 100% 99,748.00 664,548.65 466,699.24 219,912.71 17,251.22 16,786.26

Main businesses: securities underwriting and sponsorship business (excluding treasury bonds, non-financial corporate debt financing instruments and financial bond underwriting

business); financial advisory related to securities trading and investment activities; other businesses approved by the CSRC.

Huatai Securities (Shanghai) Asset

Management Co., Ltd.

Subsidiary 100% 260,000.00 1,182,228.33 1,060,412.60 220,556.74 148,594.02 114,248.81

Main businesses: securities asset management business; publicly offered securities investment funds management business. (Businesses that need to be approved by law shall be

carried out upon the approval of relevant authorities)

Huatai International Financial

Holdings Company Limited

Subsidiary 100% HK$10,200,000,002.00 HK$205,444,763,100 HK$27,629,395,700 HK$9,290,575,900 HK$3,876,401,100 HK$3,283,804,900

Main business: holding company

Huatai Purple Gold Investment

Co., Ltd.

Subsidiary 100% 600,000.00 1,201,977.46 1,033,935.08 114,903.97 102,766.31 79,768.96

Main businesses: equity investment, debt investment, other fund investments associated with equity investment and debt investment; investment consulting and investment

management for equity investment and debt investment, and financial consulting services. (Businesses that need to be approved by law shall be carried out upon the approval of

relevant authorities)

– 95 –

Name Type

Shareholding

percentage

of the Company Registered capital Total assets Net assets

Operating

revenue Operating profit Net profit

Huatai Innovative

Investment Co., Ltd.

Subsidiary 100% 350,000.00 494,716.78 425,513.30 72,331.59 60,602.59 46,500.03

Main businesses: general items: investment activities with own capital; investment management; hotel management branch operation; fitness and leisure activities branch

operation; laundry services branch operation; typing and copying service branch operation; parking lot service branch operation; conference and exhibition service branch

operation; tourism development project planning and consultation branch operation; ticketing agency service branch operation. (Except for items subject to approval in

accordance with the law, the business activities shall be carried out on their own in accordance with the business license). Permitted items: accommodation service branch

operation; catering service branch operation; food sales branch operation; high-risk sports (swimming) branch operation. (Items subject to approval in accordance with the law,

the business activities shall be carried out upon the approval of the relevant departments, and specific business items shall be subject to the approval documents or permits of

the relevant departments)

Huatai Futures Co., Ltd. Subsidiary 100% 393,900.00 8,832,630.14 534,367.71 162,895.87 29,751.76 25,368.33

Main businesses: commodities futures brokerage, financial futures brokerage, futures investment consultancy, asset management and fund sales. (Businesses that need to be

approved by law shall be carried out upon the approval of relevant authorities)

China Southern Asset Management

Co., Ltd.

Participating

subsidiary

41.16% 36,172.00 1,792,216.29 1,153,094.53 876,742.17 356,736.29 270,548.42

Main businesses: fund raising, fund sales, asset management and other businesses approved by the securities regulatory authority under the State Council.

Huatai-PineBridge Fund Management

Co., Ltd.

Participating

subsidiary

49% 20,000.00 390,394.52 232,639.71 215,213.83 61,582.23 45,483.46

Main businesses: fund raising, fund sales, asset management and other businesses approved by the CSRC.

Jiangsu Equity Exchange Co., Ltd. Participating

subsidiary

32% 20,000.00 39,501.82 34,489.10 2,053.73 (883.95) (697.59)

Main businesses: provision of premises, facilities and services for approved listing, registration, custody, trading, financing, settlement, transfer, dividend distribution and pledge

of equity interests, bonds, assets and related financial products and financial derivatives of unlisted companies, organization and monitoring of trading activities, issuance of

market information, trading of listed products in the trading market as an agent, and provision of consultation services for market participants. (Businesses that need to be

approved by law shall be carried out upon the approval of relevant authorities

– 96 –

Name Type

Shareholding

percentage

of the Company Registered capital Total assets Net assets

Operating

revenue Operating profit Net profit

Bank of Jiangsu Co., Ltd. Participating

subsidiary

5.03% 1,835,132.4463 492,749,685.60 34,626,822.80 6,718,280.10 3,615,732.00 3,189,465.10

Main businesses: deposits taking from the general public; granting short-term, medium-term and long-term loans; handling domestic settlements; handing acceptance and

discounting of negotiable instruments; issuing financial bonds; acting as an agent for the issue, honoring and underwriting of government bonds and underwriting of short-term

financing bills; buying and selling government bonds, financial bonds, corporate bonds; engaging in interbank lending; providing letter of credit services and guaranty; acting

as an agent for receipts/payments and insurance business, wealth management, fund sales, precious metal sales, receipts/payments and custody of collective fund trust scheme;

provision of safe deposit boxes; handing entrusted deposits and loans; bank card services; foreign currency deposits; foreign currency loans; foreign exchange remittances;

currency exchange; settlement and sales of foreign exchange, acting as an agent for forward settlement and sales of foreign exchange; international settlement; proprietary

trading and agency for trading of foreign exchange; interbank foreign exchange lending; trading or acting as an agent for trading in foreign currency securities other than stocks;

credit investigation, consultation and witness services; online banking, and other services approved by the banking regulatory bodies and relevant authorities. (Businesses that

need to be approved by law shall be carried out upon the approval of relevant authorities)

Notes: 1. In February 2026, the Company completed the transfer of its 32% equity interest in Jiangsu Equity Exchange and no longer held any equity

interest in Jiangsu Equity Exchange.

2. The financial data of the Bank of Jiangsu was extracted from the 2025 Third Quarterly Report of Bank of Jiangsu Co., Ltd. disclosed by it.

– 97 –

(VIII)

Structured Entities Controlled by the Company

The structured entities consolidated by the Group mainly refer to the asset management

plans with the Group concurrently serving as the manager or investment advisor and the

investor. The Group carries out a comprehensive assessment of whether the Group will be

significantly affected by variable returns due to the return which the Group is entitled to

for the shares held by it and its remuneration as the manager or investment advisor of the

asset management plan, and according to which, determines whether the Group is the main

responsible party for the asset management plan. As at December 31, 2025, the Group has

consolidated 78 structured entities with its total assets reaching RMB62.418 billion. The

book value of the equity of the above consolidated structured entities held by the Group

amounted to RMB55.249 billion. The Group did not provide financial assistance to the

above structured entities.

(IX) Other Information

1. Establishment and disposal of subsidiaries by the Company during the Reporting

Period

For details of the establishment and disposal of subsidiaries by the Company during

the Reporting Period, please refer to “24. Investments in Subsidiaries” of “Notes to

the Consolidated Financial Statements” under the “Independent Auditor’s Report and

Consolidated Financial Statements” in this report.

2. Establishment and disposal of the Company’s securities branch offices and securities

branches during the Reporting Period

During the Reporting Period, the Company relocated and renamed 4 securities branch

offices, and no securities branch offices were newly established or cancelled; 1

securities branch was newly established, 6 securities branches were cancelled, and

16 securities branches were relocated and renamed.

As of the end of the Reporting Period, the Company has 27 securities branch offices

and 243 securities branches. For details, please refer to “Appendix II. List of Branch

Offices and Securities Branches” in this report.

– 98 –

(1) Relocation and rename of securities branch offices of the Company during the

Reporting Period

No.

Name before relocation and

change of name

Name after relocation and

change of name

Address after relocation

and change of name

Issue date

of license

1 Sichuan Branch of Huatai

Securities

Sichuan Branch of Huatai

Securities

Unit 1801, 18/F, Unit 1, Building 7,

No. 1777 North Section of Tianfu

Avenue, Chengdu High-Tech

Zone, China (Sichuan) Pilot Free

Trade Zone

April 15, 2025

2 Liaoning Branch of Huatai

Securities

Liaoning Branch of Huatai

Securities

Units 1, 2, 3, 4, 5 and 6, 15/F,

Tower B, Business Plaza, No. 125

Qingnian Street, Shenhe District,

Shenyang City, Liaoning Province

May 21, 2025

3 Liaoning Branch of Huatai

Securities

Liaoning Branch of Huatai

Securities

Units 1, 2, 3, 4, 5, 6 and 7, 15/F,

Tower B, Business Plaza, No. 125

Qingnian Street, Shenhe District,

Shenyang City, Liaoning Province

October 22, 2025

4 Sichuan Branch of Huatai

Securities

Sichuan Branch of Huatai

Securities

Units 1B, 2, 3 and 4, 10/F, Unit

1, NIC National Innovation

Center, Building 7, No. 1777

North Section of Tianfu Avenue,

Chengdu High-Tech Zone, China

(Sichuan) Pilot Free Trade Zone

October 30, 2025

(2) Newly established securities branches of the Company during the Reporting

Period

No. Name of securities branches Address Issue date of license

1 Securities Branch of Huatai Securities in Lize

Business District, Beijing

Unit 105, 1/F; Unit 03, 26/F, Inside Room

101, -4/F to 43/F, Building 1, No. 161

Jinze Road, Fengtai District, Beijing

November 6, 2025

– 99 –

(3) Cancellation of securities branches of the Company during the Reporting Period

No. Name of securities branches Address

Cancellation date

of license

1 Securities Branch of Huatai Securities in

Zhenzhou East Road, Yizheng, Yangzhou

No. 101, Zhenzhou East Road, Zhenzhou

Town, Yizheng City, Jiangsu Province

March 31, 2025

2 Securities Branch of Huatai Securities in

South Longchuan Road, Jiangdu, Yangzhou

Nos. 220, 222 and 226, Business Buildings,

Longchuan Road, Zhongyuan Europe

City, Xiannv Town, Jiangdu District,

Yangzhou City

July 1, 2025

3 Securities Branch of Huatai Securities in

Hongqiao North Road, Changjing Town,

Jiangyin

No. 10, Hongqiao North Road, Changjing

Town, Jiangyin City

November 1, 2025

4 Securities Branch of Huatai Securities in

Yezhou Avenue, Jianshi

No. 109, Yezhou Avenue, Yezhou Town,

Jianshi County

November 30, 2025

5 Securities Branch of Huatai Securities in

Chutian Road, Badong

No. 5 Chutian Road, Badong County, Enshi

Tujia and Miao Autonomous Prefecture,

Hubei Province

November 30, 2025

6 Securities Branch of Huatai Securities in

Chaoyang Road, Yunmeng

No. 1, Chaoyang Road, Yunmeng County,

Hubei Province

November 30, 2025

(4) Relocation and rename of securities branches of the Company during the Reporting

Period

No.

Name before relocation

and change of name

Name after relocation

and change of name

Address after relocation

and change of name

Issue date

of license

1 Securities Branch of Huatai

Securities in South Street,

Liyang

Securities Branch of

Huatai Securities in

South Street, Liyang

103, No. 628 South Street, New

Century Plaza, Licheng Street,

Liyang City

January 14, 2025

2 Securities Branch of Huatai

Securities in Ronghui

Road, Macheng

Securities Branch of

Huatai Securities

in Jintong Avenue,

Macheng

No. 1-01, 1/F and No. 2-01, 2/F

for commercial purposes, Block

4, Yingyuan Health City, West

of Jintong Avenue, Macheng

Economic Development Zone,

Huanggang City, Hubei Province

January 14, 2025

3 Securities Branch of Huatai

Securities in Yonghe

Temple, Beijing

Securities Branch of

Huatai Securities in

Yonghe Temple, Beijing

501, 502, 512, 515 and 516,

5/F, Building 2, 116, 1/F and

216, 2/F, Building 1, No.

28 Andingmen East Street,

Dongcheng District, Beijing City

January 23, 2025

– 100 –

No.

Name before relocation

and change of name

Name after relocation

and change of name

Address after relocation

and change of name

Issue date

of license

4 Securities Branch of Huatai

Securities in Mudanjiang

Road, Shanghai

Securities Branch of

Huatai Securities in

Mudanjiang Road,

Baoshan District,

Shanghai

5/F, No. 1508 Mudanjiang Road,

Baoshan District, Shanghai City

April 17, 2025

5 Securities Branch of Huatai

Securities in Xingmin

Road, Guangzhou

Securities Branch of

Huatai Securities

in Xingmin Road,

Guangzhou

Rooms 2703-2706, Building 3,

No. 222 Xingmin Road, Tianhe

District, Guangzhou City

April 24, 2025

6 Securities Branch of Huatai

Securities in Wuzhong

Avenue, Suzhou

Securities Branch of

Huatai Securities in

Wuzhong Avenue,

Suzhou

Room 104, 1/F, Room 108, 1/F

and Room 202, 2/F, Podium

Building, Commercial Center,

No. 198 Su Street, Yuexi Sub-

district, Wuzhong Economic

Development Zone, Suzhou

July 7, 2025

7 Securities Branch of Huatai

Securities in Ganjiang

West Road, Suzhou

Securities Branch of

Huatai Securities in

Zongguantang Road,

Suzhou

Rooms 101-1, 1/F, Rooms

1601-2, 16/F and Room 1602,

16/F, Fortune Building, No.

333 Zongguantang Road, Gusu

District, Suzhou City

July 7, 2025

8 Securities Branch of Huatai

Securities in Science Park,

Xuzhou

Securities Branch of

Huatai Securities in

Heping Avenue, Xuzhou

1-103 and 104, Building B,

Baolong Plaza, No. 99 Heping

Road, Yunlong District, Xuzhou

City

September 16, 2025

9 Securities Branch of Huatai

Securities in Middle

Renmin Road, Nantong

Securities Branch of

Huatai Securities in

Hudong Road, Nantong

3/F, Building 1, No. 8 Hudong

Road, Chongchuan District,

Nantong City, Jiangsu Province

September 16, 2025

10 Securities Branch of Huatai

Securities in Shixili, Xipu,

Chengdu

Securities Branch of

Huatai Securities in

Jiaozi Avenue, Chengdu

Nos 608-611, 6/F, Unit 2, Block 1,

No. 219 Jiaozi Avenue, Chengdu

High-tech Zone, China (Sichuan)

Pilot Free Trade Zone

October 15, 2025

11 Securities Branch of Huatai

Securities in Huachang

Road, Tianjin

Securities Branch of

Huatai Securities in

Jinmao Plaza, Hedong,

Tianjin

Rooms 1405-1415, Building 1,

Minghui Commercial Center,

Liuwei Road, Hedong District,

Tianjin City

October 29, 2025

12 Securities Branch of Huatai

Securities in Changjiang

Road, Haimen

Securities Branch of

Huatai Securities in

Beihai Road, Haimen

No. 999, Beihai Road, Haimen

Sub-district, Haimen District,

Nantong City

October 31, 2025

– 101 –

No.

Name before relocation

and change of name

Name after relocation

and change of name

Address after relocation

and change of name

Issue date

of license

13 Securities Branch of Huatai

Securities in Liuting

Street, Ningbo

Securities Branch of

Huatai Securities in

Liuting Street, Ningbo

3-29, 3-30, 3-31, 3-32, 3-33, 3-34

of No. 230 Liuting Street, Haishu

District, Ningbo City, Zhejiang

Province

November 12, 2025

14 Securities Branch of Huatai

Securities in Fushou Road,

Rugao

Securities Branch of

Huatai Securities in

Fushou Road, Rugao

Room 12, Block 15, Lidu Garden,

Ziweiyuan, No. 388 Fushou

Road, Rucheng Sub-district,

Rugao City, Nantong City,

Jiangsu Province

November 24, 2025

15 Securities Branch of Huatai

Securities in Heshan Road,

Suzhou

Securities Branch of

Huatai Securities in

Zhuyuan Road, Suzhou

Rooms 102, 1001 and 1002-1,

Block 7, Canal Platinum Bay

Financial Plaza, No. 6 Zhuyuan

Road, High-tech Zone, Suzhou

City

November 24, 2025

16 Securities Branch of Huatai

Securities in International

Finance and Economy

Center, Xisanhuan, Beijing

Securities Branch of

Huatai Securities in

International Finance

and Economy Center,

Xisanhuan, Beijing

403, 404 and 405, 4/F, No. 87

Xisanhuan North Road, Haidian

District, Beijing

December 11, 2025

– 102 –

3. Standardization of accounts such as unqualified accounts, judicially frozen

accounts, risk disposal accounts and pure fund accounts

As of December 31, 2025, the Company had 3,889 unqualified securities accounts,

4,668 judicially frozen securities accounts, 81,405 risk disposal securities

accounts, and 757,405 pure capital accounts.

Account standardization has reached the following quality standards: (1) Except

for restricted use of dormant securities accounts, remaining unqualified securities

accounts, judicially frozen accounts, risk disposal accounts, etc., the accounts

engaging in normal trading activities are all qualified accounts. (2) Regular

comparison of funds and securities account information was made to verify

the consistency of key information such as customer names and numbers to

prevent the addition of unqualified accounts. Key information inconsistencies

due to special circumstances such as differences in information rules between

the depository bank and the registered company or unusual word processing

have been explained on a case-by-case basis.

Relevant measures for long-term and standardized management of accounts:

(1) The daily management of accounts was strengthened and the real-name

system requirements for account business were strictly implemented. Through

face recognition technology, combined with ID card readers, public security

network verification, mobile phone number verification by relevant operator, the

Group has strengthened investor identity information identification, continued

to innovate account management measures and improve standard long-term

management mechanisms of accounts. (2) Based on the construction of the

Company’s comprehensive account management system, the Group has solidified

the service support capabilities of its operation stack. The Group continuously

optimized its integrated management platform of customers’ basic information

and its integrated agreement management platform, upgraded customers’ file

management system, strengthened the management of business handling files

of customer accounts through Internet channels, and continued to do its best

in the physical and electronic management of customer account business files.

– 103 –

VII DISCUSSION AND ANALYSIS OF THE COMPANY’S FUTURE DEVELOPMENT

(I) Competition Landscape and Trend of the Industry

At present, China is facing profound changes interwoven with a new round of technological

revolution, industrial reshaping and economic transition, while the transformation of old

growth drivers of the macro economy and industrial development into new ones is speeding

up. With the release of the Outline of the 15th Five-Year Plan for National Economic

and Social Development of the People’s Republic of China and other important policy

documents, the capital market has also accelerated its entry into a new round of deepening

reform stage, speeding up high-quality development on the basis of strong supervision

and risk prevention. The key role and pivotal function of the capital market will become

more prominent in promoting the development of new productive forces, supporting the

construction of a modernized industrial system and serving the high-quality development

of the real economy, and the securities industry will usher in greater opportunities for

transformation and development. At the same time, there are multiple complexities and

uncertainties in global economic performance and financial market development, which

will also bring new challenges to the development of the securities industry.

First, a new round of reform in the capital market will push the securities industry into a

new stage of high-quality development. The outline of the “15th Five-Year Plan” explicitly

proposes to “continuously deepen the comprehensive reform of investment and financing

in the capital market, enhance the institutional inclusiveness and adaptability of the capital

market, and increase the proportion of direct financing”, and the CSRC has further optimized

and improved the relevant polices and mechanisms for improving the capital market functions

with coordinated investment and financing. This will effectively solidify the institutional

foundation for the long-term healthy development of the capital market, and promote a

positive cycle of “capital-investment-assets”. In the process of accelerating the reform and

opening-up in the capital market, the high-quality development of the securities industry

has accelerated and expanded in depth, and the financial functions of the “service provider”

for direct financing, the “gatekeeper” for the capital market, and the “manager” of social

wealth will be more fully utilized. Guided by the policies of differentiated and classified

supervision, including building first-class investment banks and investment institutions, and

optimizing the risk control indexes of high-quality securities companies, leading securities

companies in the industry will embrace an effectively expanded room for capital, whose

efficiency of capital utilization will be significantly enhanced, and such companies will

become better and stronger through business innovation, organization innovation, M&As

and reorganization, etc.; small and medium-sized securities companies will rely on their own

resource endowments and professional capabilities to achieve specialized and differentiated

development.

– 104 –

Second, the continuous deepening of functional positioning has placed higher demands

on the core professional competence of the securities industry. Under new policies and

market environment, the underlying logic of the capital market and the development of

the securities industry is undergoing profound changes. It is more important for securities

companies to adhere to the customer-oriented philosophy, actively fulfill important functions

and missions such as supporting the development of the real economy, fostering new

quality productive forces and serving wealth allocation of residents, continuously make

efforts in optimizing and upgrading business models, and strive to promote the advanced

improvement of core capabilities in several aspects: in terms of serving the transformation

and upgrading of serving the real economy, enhancing in-depth insights into key industries

and underlying assets, focusing on the objective needs of various enterprises such as global

expansion of high-quality leading enterprises and rapid growth of innovative enterprises, and

building a comprehensive service capability system featuring multi-product, multi-market,

diversification and long cycles to support the development and growth of enterprises; in

terms of serving the reform and development of the capital market, fully integrating business

resources, enhancing professional capabilities such as investment research empowerment, risk

pricing, market-making trading and product creation, strengthening the management of the

balance sheet, and better satisfying the needs of institutional investors for financial services

in aspects such as multi-asset trading and comprehensive services in a sufficient manner;

in terms of serving the wealth allocation of Chinese residents, continuously strengthening

buyer-side investment advisory business models, and providing more professional and

high-quality trading and asset allocation services, so as to create professional values for

their customers across economic cycles, and actively seize the market opportunities of the

wealth re-allocation of Chinese residents.

Third, technology empowerment and intelligent transformation will facilitate the deep reform

of the development model of the securities industry. Digital intelligent transformation is

gradually becoming a core driver for reforms in the operation, service and business models

of brokers. Currently, the accelerated development of artificial intelligence technology

represented by generative AI is reshaping the service model and underlying logic of the

securities industry, and the application scenarios of large AI models have covered various

fields such as wealth management, intelligent investment research, intelligent investment

banking, and intelligent customer service. As some securities firms have launched AI-native

applications and initiated new customer service models, the digitalization process of the

securities industry is advancing deeply from tool-based and platform-based to intelligent,

accelerating the entry into a new era in which technology empowers profound changes in

business development and management operations. Against the backdrop of continuous

enrichment and popularization of artificial intelligence and other new technological

application scenarios, the promotion of comprehensive digitization and greater intelligence

of the front, middle and back ends with data elements as the underlying driver will bring

about an all-round impact on the upgrading of business models, innovation of business

models and enhancement of management efficiencies for securities companies. Intelligent

transformation has become an irreversible trend in the securities industry. Promoting the

in-depth integration of technology with business development will become an important

tool for securities companies to enhance their value creation and market competitiveness.

– 105 –

Fourth, enhanced international deployment and expansion will open up high-quality

development opportunities for the securities industry. The “15th Five-Year Plan” has

outlined a new blueprint for expanding high-level opening up, and also pointed out a new

direction and created new strategic opportunities for securities companies to serve high-

level institutional opening up and deepen their international development layout. With the

expansion and deepening of global layout of China’s industrial chain and the deepening

of the revaluation of Chinese assets, there is a greater need for a group of professional

investment banks that are familiar with China’s national and market conditions, proficient in

international market rules, and capable of efficiently allocating global resources, and large

securities companies shoulder an important mission in this process. Putting more efforts

into the development and deployment of overseas business, continuously enhancing core

capabilities when participating in international market competition, and playing a key role

in safeguarding national financial interests and security as well as strengthening global asset

pricing power in the process of building a financial powerhouse have become the inevitable

directions and important targets for building a first-class investment bank.

(II) Development Strategy of the Company

1. Strategic vision: Striving to become a first-class investment bank with both domestic

advantages and global influence.

2. Service philosophy: Being customer-oriented, and upholding “One Customer” internally

and “One Huatai” externally, to be accountable to all clients, shareholders, staff and

society to achieve harmony and unity.

3. Strategic orientation: By adhering to the development philosophy of serving the country

and people as a financial institution and the idea of customer orientation, the Group

will continue to deepen the core development strategy of “dual-wheel drive” of wealth

management and institutional services with technology empowerment, promote the

intelligent and international development levels to new heights, and build a future-

oriented core competitiveness across economic cycles; consolidate and enhance its

leading position in the industry in terms of asset scale, capital strength, profitability,

competitiveness of main businesses and financial technology strength, continuously

strengthen the market leadership and international competitiveness, and strive to build

a first-class investment bank; and firmly adhere to the long-termism philosophy, fully

leverage the role of patient capital, act as a torchbearer of deep value and a creator of

long-term value, and contribute the strength of Huatai to the high-quality development

of the real economy and the capital market.

– 106 –

(III) Business Operation Plan

Please refer to “Management Discussion and Analysis and Report of the Board” in this report.

(IV) Capital Needs of the Company to Sustain Current Business and Complete Ongoing

Investment Projects

During the Reporting Period, all businesses of the Company were carried out in an orderly

manner. Due to its business nature as a securities company, the Company has a huge capital

demand, which changes with market fluctuations. The Company continuously enhances

capital management, improves efficiency in resources allocation, constantly diversifies

financing varieties, expands financing channels and reasonably arranges financing maturity

to guarantee the capital needs for various businesses. As of the end of the Reporting Period,

the total balance of onshore and offshore long-term and short-term borrowings, bonds

payable, short-term financing funds payable, placement from other financial institutions

and financial assets sold under repurchase agreements of the Company was RMB450.531

billion. The Company will continue to enhance onshore and offshore capital management

and select appropriate financing instruments to raise funds based on the needs in business

development. It will continue to explore new financing varieties and methods, improve the

financing capability and optimize the capital structure of the Company to guarantee the

fund demand for business development.

(V) Potential Risks

1. Overview of Risk Management

The Company attached great importance to risk management. According to regulatory

requirements and the actual situation of business development, the Company established

and improved an overall risk management system based on the core concepts of “full

staff engagement, full coverage and full penetration”, incorporated all subsidiaries

into the risk management system of the Group, and built an effective subsidiary

management model. The Company has a solid risk management framework with clearly

defined responsibilities and staff at all levels performing their duties effectively; the

Company has set risk preferences and tolerance levels that are in line with the business

development strategy, and established a multi-level risk management system covering

all aspects of business operation and management; the Company vigorously promoted

the construction of groupwide risk-management technology system to enhance the

quality and efficiency of risk management through technology empowerment.

– 107 –

During the Reporting Period, the Company implemented the internationalization

development strategy, established an integrated domestic and overseas risk management

system and operation mechanism, responded efficiently to various cross-border business

expansion needs, facilitated collaborative innovation through pilot programs, and

safeguarded the Group’s deepened global layout and full business chain development.

The Company has always adhered to the principle of integrating risk management into

business operations and keeping in step with business development, closely centered

on customer needs, focused on key businesses and high-risk areas, dynamically

promoted the effective implementation of key measures, enhanced the foresight in

risk identification and prevention, continuously improved the efficiency of regulatory

capital utilization, and released the vitality of high-quality business development under

the premise of maintaining the safety bottom line. Adhering to the risk management

culture of “moving forward with steady progress”, the Company evaluated and improved

risk appetite and tolerance, amended and optimized the risk management systems

and mechanisms, strengthened the risk management mechanisms of subsidiaries,

further enhanced the guiding role of risk management assessment, and stabilized the

Company’s development foundation to calmly cope with external risk challenges.

Centering on building the core competence of “data + measurement”, the Company

continuously deepened the development of self-developed quantitative model tools,

upgraded and iterated various professional risk management applications, promoted

the transformation of platform-based achievements into risk management capabilities,

and further leveraged technological means such as artificial intelligence to empower

risk management to advance toward value creation.

2. Risk management structure

Board of Directors

Senior Management Chief Risk Officer

All Branches

All Subsidiaries

All departments

of the Company

Risk Management

Department

Capital Operation

Department

Strategic

Development

Department

Other Risk

Management

Departments

Information

Technology

Department

– 108 –

The risk management organizational structure of the Company includes the Board

of the Directors, the Compliance and Risk Management Committee and the Audit

Committee under the Board the Directors, the Senior Management, the Risk Management

Committee under the senior management, the Chief Risk Officer, all departments,

branches, subsidiaries, risk management departments and the audit department.

The Board of the Company is ultimately responsible for overall risk management of

the Company and is responsible for establishing a risk management concept that is in

line with the Company, comprehensively promoting the construction of risk culture,

reviewing and approving the Company’s risk management strategy, the basic system

relating to overall risk management, risk appetite and risk tolerance, and reviewing

periodic risk assessment reports of the Company, etc. The Compliance and Risk

Management Committee is set up under the Board of the Company to provide opinions

for the consideration and decision-making of the Board. The Audit Committee is set up

under the Board of the Company to assume supervisory responsibility for overall risk

management and propose the removal of Directors and senior management members

who bear the main or leadership responsibility for major risk events.

Based on the authorization and approval of the Board, the senior management of the

Company assumes primary responsibility for overall risk management, actively promotes

the Company’s risk culture, and is responsible for implementing risk management

work, addressing issues in risk management and reporting to the Board. The Risk

Management Committee is set up under the senior management of the Company to

be responsible for coordinating the integrated overall risk management work both

domestically and internationally, and promoting the construction and improvement of

a risk management system that is in line with the Company’s development strategy.

The Chief Risk Officer of the Company is responsible for overall risk management.

The Company designates the Risk Management Committee and risk management

department to perform risk management duties, promote the overall risk management

work under the leadership of the Chief Risk Officer, specifically organize, promote

and implement various risk management tasks, and take the lead in managing the

market risk, credit risk, operational risk and model risk of the Company. The Company

designates the capital operation department to take the lead in managing the liquidity

risk of the Company, designates the strategic development department to take the

lead in managing the reputation risk of the Company, and designates the information

technology department to take the lead in managing the information technology risk

of the Company.

– 109 –

The heads of all departments, branches and subsidiaries of the Company are the first

responsible persons for risk management in their respective units, assume the direct

responsibility for risk management in their units. In their daily work, they shall

advocate and urge employees to practice the Company’s risk culture, organize the

implementation of the Company’s risk management system, process measures and risk

control requirements, and identify from the source, analyze, assess, monitor, control,

respond to and report risks.

The audit department of the Company incorporates overall risk management into the

internal audit scope, regularly makes independent and objective reviews and evaluation

on the adequacy and effectiveness of overall risk management, and urges relevant units

and personnel to rectify and address the issues identified during the audit.

3. Market risk

Market risk refers to the risk of asset loss of the Company resulting from fluctuations

in risk factors, including stock prices, interest rates, exchange rates and commodities.

During the Reporting Period, the global capital market experienced significant

fluctuations. The Company actively controlled its risk exposure and managed the

market risk of holding assets through various risks control measures. The Company

continuously optimized the unified risk limitation system and controlled business risks

from various aspects, such as Market Value at Risk (VAR), stop-loss, stress testing,

sensitivity, etc. The Company continued to improve its stress testing system and

regularly calculated the impacts of various extreme risks, identified and evaluated tail

risk resilience. In respect of investments in equity securities, given market volatility,

the Company managed market risks through various manners such as risk exposure

control, derivatives hedging and diversification of investment subjects, and actively

explored trading opportunities while ensuring the risks of assets controllable. In

respect of fixed-income securities investment, the Company hedged market risk with

interest rate derivatives and adjusted the position structure to respond to the impacts

of interest rate fluctuations on the term and structure of investment portfolios, and

actively sought opportunities for pricing deviations to enhance overall income while

controlling overall duration, basis point value and VAR value. In respect of derivatives

business, the Company adopted a market neutral strategy for the OTC derivatives

business and controlled the exposure risks such as Delta, Gamma and Vega within

acceptable limits. It created profit opportunities with risks under control.

– 110 –

Market Value at Risk (VAR)

Unit: Ten Thousand Yuan Currency: RMB

Forward-looking period: 1 day; confidence: 95%; historical analogical method

The Company The Group

As at the

end of 2025

As at the

end of 2024

As at the

end of 2025

As at the

end of 2024

Equity-sensitive financial

instruments 28,432 6,466 32,619 14,184

Interest-sensitive financial

instruments 4,508 4,844 4,153 4,813

Commodity-sensitive

financial instruments 3,153 1,369 3,306 1,958

Overall portfolio risk value 29,022 7,757 33,292 14,140

Source: Internal statistics of the Company.

Sequence Descriptive Statistics of Market Value at Risk (VAR) during the

Reporting Period

Unit: Ten Thousand Yuan Currency: RMB

Forward-looking period: 1 day; confidence: 95%; historical analogical method

At the

beginning of

the period

At the

end of the

period

Maximum

value

Minimum

value

The Group 14,140 33,292 37,195 8,906

The Company 7,757 29,022 30,308 6,412

Source: Internal statistics of the Company.

– 111 –

4. Credit risk

Credit risk refers to the risk of loss of the Company that may result from the default

of a financing party or issuer or counterparty in financing, investment, trading and

other businesses.

During the Reporting Period, the global financial market experienced intensified

fluctuations, which had an impact on the relevant industry entities. The Company closely

kept abreast of regulatory policies, macroeconomic and financial market changes, and

continued to strengthen the whole process of credit risk management to ensure the

smooth development of its business. During the Reporting Period, the Company’s

exposure to credit risk was generally controllable and no significant credit risk events

occurred. With respect to financing business, the Company implemented stringent

management measures through continuous monitoring over risky customers and risky

assets and timely risk mitigation, deepened the post-loan tracking of key customers,

optimized the response mechanism for individual stock delisting risks, intensified

the management of business counter-cyclical adjustments, and flexibly adjusted the

risk structure of the business to keep routine business risks under control and prevent

bottom-line risks. With respect to investment business, the Company continued to

deepen the unified management system and systematic construction of credit bond

subjects for the Group’s various business lines, strengthened the forward-looking

research capabilities on macro trends and industry risks, closely followed changes in

the regulatory policies of key industries and dynamically adjusted risk management

plans, so as to guide the optimization of portfolio structure. With respect to trading

business, the Company constantly optimized and improved the unified management

system and systematic construction of counterparties at the Group level, implemented

strict counterparty credit and margin management mechanism, strengthened continuous

duration monitoring, and constantly enhanced the effectiveness of risk management

in the whole business process. With respect to guaranteed settlement business, the

Company strictly controlled customer access, continued to improve the design of

risk control indicators, promoted front-end control and systematic construction, and

strengthened the ability of risk event tackling and handling as well as risk transmission

management.

5. Liquidity risk

Liquidity risk refers to the risk that the Company cannot obtain sufficient funds at

reasonable costs in time to repay due debts, perform other payment obligations and

meet the capital requirements for carrying out businesses as normal.

– 112 –

The Company has always attached importance to liquidity safety, adhered to a “sound

and safe” liquidity risk preference, followed the principle of comprehensiveness,

importance, applicability, effectiveness, prudence and foresight, and continued to

improve the identification, measurement, monitoring and control mechanisms of

liquidity risks based on a management model of “centralized management and stratified

prevention and control”, to continuously improve the risk management level. On the

basis of comprehensively controlling overall liquidity risks, the Company identified

potential risks of all business lines from the source by new business evaluation process

and regular analysis of existing risks, and formulated targeted control measures. The

Company has established a liquidity indicator analysis framework covering cash flow,

and scientifically set risk limits and achieved daily monitoring through the information

technology system, significantly improving monitoring frequency and control effect.

The Company regularly and occasionally conducted special stress tests on liquidity

risks, and accordingly optimized and enhanced risk resistance capacity in a targeted

manner. In order to ensure that liquidity needs can be met in a timely manner under

stress, the Company has established a high-quality liquid asset reserve of a sufficient

scale based on risk preferences. At the same time, the Company has expanded its debt

financing channels and quotas from multiple perspectives, and continued to enhance the

Company’s general and emergency financing capabilities. Besides, the Company has

formulated liquidity risk emergency plans, organized regular drills and continuously

improved its emergency response mechanism. With the release of the consolidated

statements management guidelines, the Company took this opportunity to further

strengthen its subsidiary liquidity risk management, and improve the subsidiaries’

risk response capability, thereby improving the Group’s prevention and control level

of overall liquidity risks. During the Reporting Period, the Company’s liquidity

coverage ratio (LCR) and net stable funding ratio (NSFR) continued to meet regulatory

requirements and maintained a sufficient safety margin.

6. Operational risks

Operational risk refers to risk on losses to the Company caused by inadequate or

problematic internal procedures, personnel, information technology systems and

external events.

During the Reporting Period, the Company continuously improved the operational risk

management system, amended and refined the management rules of the three major

tools, organized several rounds of thematic sharing and exchanges, strengthened the

promotion and implementation of operational risk management concepts and work

requirements, and promoted and ensured the implementation of internal and external

regulations within the Company; strengthened collaborative management of operational

risks and internal information sharing, further deepened the guarantee of multi-source

discovery of risk information, promoted collaborative management in various functional

management fields, and enhanced the efficiency of risk response; implemented and

optimized the performance evaluation mechanism for operational risk management,

– 113 –

and promoted frontline departments to enhance their proactive performance capabilities

in operational risk management; conducted in-depth special reviews in multiple key

areas, prompted relevant units to optimize control measures, horizontally focused on

common risk points and control measures to form standardized and guiding practical

operation guidance; sorted out monitoring rules for critical processes of key business

in a scenario-based manner, enhanced the ability to proactively identify operational

risks, and encouraged relevant units to enhance the timeliness and accuracy of process

connection and execution; and continuously optimized the construction of system

platform, integrated various management capabilities and data of operational risks,

and enhanced the closed-loop control ability of operational risks.

7. Compliance risk

Compliance risk refers to exposure to property loss or business reputation loss as a result

of bearing legal responsibility, supervisory measures or disciplinary sanctions imposed

on the Company due to violation of laws, regulations and standards by operational

management or professional conduct performed by the Company or employees.

During the Reporting Period, the Company thoroughly implemented the new guideline

on strengthening regulation, forestalling risks and promoting the high-quality

development of the capital market (新“國九條”) and the “1+N” policy requirements

on the capital market, continuously optimized the compliance management system

from mechanism, concept, method and other dimensions, and developed a core

competitive advantage in compliance. During the Reporting Period, the Company

mobilized compliance forces to comprehensively empower the transformation of wealth

management, and fully ensured the smooth launch of the “AI ZhangLe” APP, effectively

improving the comprehensive quality of trading services; and deepened cross-border

integrated compliance collaboration, and consolidated the compliance bottom line

for international business; adhered to technology leadership and core independent

research and development, and strengthened the construction of digital compliance

capabilities; established a long-term control mechanism for clean business practices

and continuously enhanced the legal awareness of all employees; and maintained a

positive interaction with regulators, took the lead in handling compliance risk events,

proactively resolved conflicts and disputes, and safeguarded the legitimate rights and

interests of the Company and investors.

8. Money laundering risk

Money laundering risk refers to the risk from the utilization of the Company’s products

or services by criminals to engage in money laundering activities, terrorist financing and

other activities, which lead to negative effects on the Company in terms of operation,

reputation, compliance and other aspects.

– 114 –

During the Reporting Period, the Company adhered to the principle of “risk-based”,

fully implemented the new Anti-Money Laundering Law and other laws, regulations

and regulatory requirements, continuously optimized the working mechanisms such

as customer due diligence, suspicious transaction monitoring and list monitoring,

constantly improved the anti-money laundering work processes, monitoring indicator

systems and control measures, consolidated the foundation of anti-money laundering

work, and effectively enhanced the digitalization level of anti-money laundering work.

9. Information technology risk

Information technology risk refers to exposure to losses caused by the failure of the

network and information system to ensure the stable, efficient and safe operation of

transaction and business management in terms of business realization, timely response,

solving capacity and network and data security, resulting from service capability

abnormality or data damage and leakage out of internal or external reasons.

The Company has attached great importance to the control of information technology

risk, actively built an information technology risk prevention and control system, and

established and continuously improved the information technology risk management

system and mechanism. During the Reporting Period, by continuously strengthening risk

prevention and control in key areas, conducting in-depth hidden danger investigation

and rectification, constantly improving the monitoring and early warning system,

and steadily promoting the publicity of risk culture, the Company’s information

technology risk management capabilities and effectiveness have been further enhanced.

The Company has fully implemented the responsibility system for cybersecurity

work and established a multi-dimensional security system covering technical support,

emergency management and other aspects; and formulated and continuously optimized

the emergency management system for cybersecurity incidents and the emergency

response plan for information system emergencies, and regularly organized practical

drills to ensure that the Company can respond promptly and effectively to all kinds of

emergencies. During the Reporting Period, the Company’s information system operated

smoothly, providing a solid and reliable guarantee for the smooth development of all

business operations.

10. Reputational risk

Reputational risk refers to the risk of negative publicity from investors, issuers,

regulators, self-regulatory organizations, the public and the media on the Company

due to its actions or external events and violations of integrity regulations, professional

ethics, business norms and conventions by its staff, thereby damaging its brand value,

disadvantaging its normal operation, and even affecting the market stability and social

stability.

– 115 –

During the Reporting Period, the Company’s reputational risk management mechanism

was running steadily without the occurrence of any significant reputational risk events.

Focusing on its strategy and key business, the Company continued to intensify its

precaution, monitoring and handling reputational risks, which created a good public

sentiment for the Company’s development. At the same time, the Company continued

to strengthen group management, prior management and fast response mechanisms,

further enhancing the awareness of reputational risk prevention and the ability to

response to reputational risk.

11. Model risk

Model risk refers to the risk of adverse consequences or loss to the Company’s business

resulting from incorrect or inappropriate model design, development or use.

During the Reporting Period, the operation of all types of models of the Company

was stable, and no major model risk events occurred. In terms of model validation

and assessment, the verification and correction processes for models in multiple key

areas such as valuation pricing and risk management, as well as large-scale asset

allocation, have been completed; in terms of model risk management measures, the

Company continuously optimized each link of the model validation and assessment

process, and improved the control mechanism at key nodes; and iteratively upgraded

the model information management platform to enhance management efficiency and

transparency.

12. Implementation of overall risk management of the Company during the Reporting

Period

The Company attached great importance to overall risk management. Adhering to

the risk management culture of “moving forward with steady progress”, and with

controlling risks, improving quality and efficiency and promoting development as the

targets of risk management, the Company insisted on the core risk management idea

with “high engagement, full coverage and deep penetration”, followed the principles

of full coverage, forward-looking, all-round, effectiveness and matching, continuously

upgraded the integrated risk management system both domestically and internationally,

constantly consolidated the risk management capabilities that are in line with the

business development, enhanced the core competitiveness of risk management, and

provided a solid guarantee for the high-quality development of business.

– 116 –

For the full coverage of risks, the comprehensive risk management of the Company

covers all business and management activities, all departments, branches, subsidiaries

and all personnel, all types of risks and mutual influence among different risks,

as well as the entire management process including decision-making, execution,

supervision and feedback. The Company raised clear requirements to subsidiaries on

the construction of the risk management system, the management of risk appetite and

risk indicators, the management of new business, the management of major risk matters,

risk reporting and assessment and evaluation, etc. All risk management departments

of the Company fulfilled the management responsibility on market risk, credit risk,

liquidity risk, operational risk, reputational risk and information technology risk

through in-depth linkage, close collaboration and mutual connection, and conducted

risk identification, prudent assessment, dynamic monitoring, and timely reporting and

response for all risks and businesses before, during and after each operation.

For the surveillance of risks, the Company continued to improve the promptness

and accurate presentation of risk surveillance and analysis. The Company deeply

integrated risk management into its business strategies, continued to deepen the multi-

dimensional and multi-layered risk limitation system with top-to-bottom breakdown

and bottom-to-top summarization, constantly optimized and improved the system

based on the implementation situation and changes in internal and external factors,

and achieved accurate calculation, dynamic monitoring and timely alarming on risk

indicators through platformization to speed up in realizing integrated and real-time

risk monitoring in the Group. The Company has established a daily market monitoring

mechanism and issues early warnings when the risk limit is exceeded based on the

results of risk monitoring in a timely manner.

For the measurement of risks, the Company has developed risk measurement methods

and models for various risk types such as market risk, credit risk and liquidity

risk, continuously optimized and iterated valuation and measurement models, built a

quantitative technology capability foundation, continuously improved the model risk

management system. The Company has established a validity verification, evaluation

and backtesting mechanism for financial instrument valuation and risk measurement

models. By adjusting and improving the models, the Company has enhanced the

rationality and reliability of valuation and risk measurement results to build core

technical competitiveness of risk measurement.

– 117 –

For the analysis of risks, the Company established and improved a multi-level risk

reporting system, and further strengthened the depth, breadth and value contribution

of risk analysis, so as to ensure the timely and effective transfer of risk information

among various levels and departments. The Company guaranteed investment in

pressure tests, continued to improve the establishment of the pressure test system and

systematic functions, enriched pressure test factors and scenario library, optimized

analysis function, integrated and consolidated the bottom capability on pressure test,

and strengthened the analysis and application of stress test results. The Company

continuously and deeply supervised the monitoring, analysis and response of capital

indicators. By upgrading and iterating the functions of the capital monitoring system,

the Company enhanced the accuracy and timeliness of risk control indicator monitoring,

and strengthened the forward-looking management of factors affecting the indicators.

For risk response, the Company has, based on risk monitoring and analysis results,

formulated response strategies including risk avoidance, reduction, transfer and

tolerance matched with different risk appetites and established reasonable and effective

response mechanisms on asset impairment, risk hedging, capital supplement, scale

adjustment, asset and liability management. At the same time, the Company developed

practical response mechanisms and schemes for unexpected events and emergencies

such as liquidity crises, information system accidents, major reputation incidents and

significant operational risk events, and continuously improved them through regular

exercises to enhance the capability of the Company on preventing, reacting and

resolving risks. The Company continued to consolidate the systematic implementation

of front-end control and achieve process-based rules and platform-based processes to

practically prevent risks. When risk indicators of each business unit of the Company

exceed the limit, it shall respond effectively in accordance with the regulations and

report in a timely manner.

The Company provided sufficient support and protection for its comprehensive

risk management in aspects of cultivating a culture, developing policies, increasing

investment, improving the system and recruiting talents. The Company promoted

the risk management culture of “moving forward with steady progress”, established

training, communication and supervision mechanisms, and regularly organized risk

management publicity activities to facilitate the formation of risk management concepts,

value standards and professional ethics that are in line with the Company’s development

strategy; promoted the operation of a regular, three-dimensional and all-round risk

management training system, and fully leveraged various internal channels and platforms

to disseminate the risk management culture to all employees; and strengthened the

performance appraisal and accountability mechanism linked to effectiveness of risk

management, encouraged employees to integrate the idea of proactive risk management

into their daily work and put it into practice. The Company continuously improved

the risk management policies and system, which is led by the Basic System for Risk

Management, connected by management guidelines for specialized risk types such

as market risk, credit risk, operational risk, model risk, liquidity risk, reputation risk

– 118 –

and information technology risk, and implemented by risk management systems

for each business line, and amended and improved relevant systems according to

regulatory requirements and in light of the actual internal management, covering all

aspects of the risk management process, including risk identification, measurement,

monitoring, response and reporting, as well as key areas such as new business risk

assessment, stress testing and authorization management. The Company attaches

great importance to risk management, provides sufficient resource investment support

and guarantee for risk management, and formulates a comprehensive budget for risk

management on an annual basis, which can meet the daily risk management needs of

the Company. Among them, the special budget for the risk management information

technology system is formulated separately and listed. In recent years, the Company

has continuously ensured fund investment for the planning and upgrading of the

risk management platform and the introduction of mature risk management talents

based on the actual needs of risk management. The Company continuously built

a group-integrated risk management system platform to a high standard, created a

core foundation of “data + measurement”, presented corresponding risk information

from dimensions such as risk types, business lines and business units, transformed

the platformization achievements into risk management application capabilities, and

promoted the quality improvement, efficiency enhancement and value leap of risk

management through platformization. The Company consistently ensured investment in

human resources for risk management, moderately supplemented the professional team

for risk management, and integrated and optimized the staffing of the risk management

team. The number of the risk management department personnel continuously meets

regulatory requirements, providing strong support for comprehensive risk management.

13. Investment of the Company in compliance risk control during the Reporting Period

The Company’s investments in compliance risk control mainly include: investment

in compliance risk control personnel, daily operating costs of compliance risk control

and investment in the construction of compliance risk control related systems. In

2025, on a parent company basis, the total investment in compliance risk control of

the Company amounted to RMB671.5387 million.

14. Investment of the Company in information technology during the Reporting Period

The Company’s investments in information technology mainly include: IT capital

expenditure, daily expenses for operation and maintenance of IT, leasing and

depreciation cost of computer rooms, circuit leasing cost and remuneration of IT

personnel. In 2025, on Parent Company basis, the total investment in information

technology of the Company amounted to RMB2,678.6129 million.

– 119 –

(VI) Establishment of the Monitoring and Complementary Mechanism of the Company’s

Dynamic Risk Control Indicators

1. Establishment of the monitoring and complementary mechanism of the dynamic risk

control indicators

The dynamic risk control index monitoring and replenishment mechanism is one of the

important measures for the Company to control risks. During the Reporting Period, with

full data, complete functions and normal operation, the dynamic monitoring system for

risk control indicators of the Company can effectively support the monitoring on the

net capital, liquidity and other risk control indicators of the Company. The Company

continuously improved the dynamic monitoring mechanism for risk control indicators

mainly based on net capital and liquidity and assigned full-time operators to conduct

daily monitoring and pr-ewarning responses. With stricter corporate monitoring

standards as the monitoring threshold based on the regulatory standards and pre-

warning standards for risk control indicators specified by the CSRC, the Company

launched a corresponding reporting route and response plan according to different

pre-warning level and ensured that the net capital, liquidity and other risk control

indicators always comply with the regulatory requirements. The Company constantly

optimized the function of the net capital and liquidity dynamic monitoring system to

ensure that the dynamic monitoring system can effectively support the monitoring of

the Company’s net capital, liquidity and other risk control indicators.

The Company has established an efficient and flexible net capital replenishment and

liquidity guarantee mechanism. The Company’s replenishment channels of net capital

include but are not limited to capital fund raising for increase in capital and share,

issuance of subordinated bonds and perpetual subordinated bonds, and reduction

or suspension of profit distribution, etc. The Company’s replenishment channels of

liquidity include but are not limited to external financing (interbank borrowing, bond

repurchase, corporate bonds, short-term corporate bonds, subordinated bonds, short-

term financing bills, structured notes, funds borrowed through securities lending and

borrowing, etc.), realization of part of the liquid reserve, control or adjustment of

business scale, etc.

– 120 –

2. Conditions of risk control indicators triggering the pre-warning criteria or not

conforming to the required standards, and corrective measures adopted and rectification

effects during the Reporting Period

During the Reporting Period, the Company conducted prospective estimation or

pressure tests of risk control indicators for profit distribution, guarantee provision

to subsidiaries, engagement in new businesses and other major events. The above-

mentioned matters were implemented under the condition that the analysis and test

results meet the regulatory requirements. During the Reporting Period, the main risk

control indicators of the Company were all in line with the regulatory requirements,

and there were no such circumstances where the risk control indicators violated the

pre-warning standards or were not in compliance with the standards provided.

VIII THERE WERE NO CIRCUMSTANCES IN THE COMPANY’S FAILURE TO

MAKE DISCLOSURE IN ACCORDANCE WITH THE STANDARDS DUE TO THE

INAPPLICABILITY OF THE STANDARDS REQUIREMENTS OR SPECIAL REASONS

INCLUDING NATIONAL SECRETS AND TRADE SECRETS

IX OTHER DISCLOSURES

(I) Share Capital

For the Company’s share capital for the year ended December 31, 2025, and the details of

changes therein, please refer to “Changes in Shares and Shareholders” in this report.

(II) Arrangement of Pre-emptive Rights

According to the provisions of the PRC laws and the Articles of Association, none of the

shareholders of the Company has any pre-emptive rights.

(III) Cancellation of A Shares and Reduction of Registered Capital

On June 20, 2025, the 2024 Annual General Meeting, the 2025 First A Share Class Meeting

and the 2025 First H Share Class Meeting of the Company considered and approved the

Resolution on Repurchase and Cancellation of Part of the Restricted A Shares of the

Company, pursuant to which the Company was approved to repurchase and cancel part or

all of the restricted A Shares granted to 143 persons but subject to selling restriction due to

non-fully fulfillment of condition of individual performance by incentive participants, release

of employment with the Company and other circumstances, 438,495 shares in total. During

the Reporting Period, the Company completed the repurchase and cancellation of 438,495

restricted A Shares, completed the industrial and commercial registration modification

for reduction in registered capital, and obtained the renewed business license issued by

Jiangsu Provincial Market Regulation Administration. Upon the cancellation, the registered

capital of the Company was RMB9,026,863,786, and the share capital structure of the

Company changed to: 7,307,818,106 A Shares, representing 80.96% of the total share

capital; 1,719,045,680 H Shares, representing 19.04% of the total share capital.

– 121 –

(IV) Sufficient Public Float

As at the latest practicable date before printing of this annual report, based on the information

available to the public and as far as the Directors are aware of, the Directors believe that

the Company’s public float satisfies the requirements for minimum public float under Rule

19A.28B(2) of the Hong Kong Listing Rules.

(V) Directors’ Interests in Competing Business with the Company

None of the Directors of the Company has any interest in the business that competes or is

likely to compete, either directly or indirectly, with the business of the Company.

(VI) Service Contracts of Directors

None of the Directors of the Company has entered into any service contract with the Company

or its subsidiaries which shall be compensated (except for statutory compensation) upon

termination within one year.

(VII) Directors’ Interests in Material Contracts, Transactions or Arrangements

During the Reporting Period, the Directors of the Company or entities that are connected to

them did not have material interests, whether directly or indirectly, in any material contract,

transaction or arrangement entered into by the Company or its subsidiaries.

(VIII)

Permitted Indemnity Provision-liability Insurance for Directors and Senior Management

As authorized in 2014 annual general meeting, the Company has provided liability insurance

for Directors, senior management, and other relevant competent persons. Appropriate

insurance coverage has been arranged for Directors and senior management of the Company

against potential legal actions and liabilities that arise from performing their duties to

reasonably avoid management and legal risks faced by Directors and senior management

of the Company and to promote the full discharge of duties by the Directors and senior

management of the Company.

(IX) Profile of Directors and Senior Management

For profiles of Directors and senior management of the Company, please refer to “Primary

work experience” of “Changes in shareholding structure and remuneration of current and

resigned Directors and senior management during the Reporting Period” under “Directors

and Senior Management” in the section headed “Corporate Governance, Environment and

Society” in this report.

– 122 –

(X) Remuneration Policy

For the remuneration and share incentive scheme of Directors and senior management of the

Company, please refer to “Changes in shareholding structure and remuneration of current and

resigned Directors and senior management during the Reporting Period” and “Remuneration

of the Directors and Senior Management” under “Directors and Senior Management” in the

section headed “Corporate Governance, Environment and Society” in this report.

(XI) Share Option Scheme

The Company did not establish any share option scheme.

(XII) Major Customers and Suppliers

The Group provides services to a wide range of institutional and individual clients across

various sectors. The Group’s clients range from public customers, wealth clients, high-net-

worth individuals, institutional clients to corporate clients, who are primarily located in

China. The successful listing in Hong Kong and London and smooth implementation of its

deployment strategies in the international market will facilitate the Group in carrying out

its overseas operations, exploring customer resources and boosting for further development

of the Group’s businesses. In 2025, the revenue attributable to the five largest clients of the

Group accounted for less than 30% of the total operating revenue of the Group.

The Group has no major supplier due to the nature of its business.

(XIII)

Relationship with Employees, Customers, Suppliers and Persons with Important

Relationships

For details of the employees’ remuneration and training plans of the Company, please

refer to “Remuneration policy” and “Training programs” under “Information about the

Staff of the Parent Company and Major Subsidiaries as at the end of the Reporting Period”

in the section headed “Corporate Governance, Environment and Society” in this report.

For the relationship between the Company and its major customers and suppliers, please

refer to “Major customers and suppliers” under “Other Disclosures” in the section headed

“Management Discussion and Analysis and Report of the Board” in this report.

(XIV)

Business Review

For analysis of business using key financial performance indicators, please refer to “Company

Profile and Key Financial Indicators” in this report.

(XV) Corporate Governance

For the corporate governance condition of the Company, please refer to “Corporate

Governance, Environment and Society” in this report.

– 123 –

(XVI)

Tax Relief

1. Shareholders of A Shares

According to the provisions in the Notice on Issues Regarding Differentiated Individual

Income Tax Policy for Dividends and Bonuses of Listed Company (Cai Shui [2015]

No. 101) (《關於上市公司股息紅利差別化個人所得稅政策有關問題的通知》(財稅

[2015] 101號)) and the Notice on Issues Regarding the Implementation of Differentiated

Individual Income Tax Policy for Dividends and Bonuses of Listed Company (Cai Shui

[2012] No. 85) (《關於實施上市公司股息紅利差別化個人所得稅政策有關問題的

通知》(財稅[2012] 85號)) jointly issued by the Ministry of Finance, State Taxation

Administration and the CSRC, for individual shareholders of the Company, if the term

of shareholding (a period from the date when the individual acquires the listed shares

on public offering and transferring markets to the date one day before the shares are

transferred and settled) is within one month (inclusive), all the dividend and bonus

incomes thereof are counted as taxable income at the effective tax rate of 20%; if the

term of shareholding is between one month and one year (inclusive), temporarily, 50%

of the dividend and bonus incomes are counted as taxable income at the effective tax

rate of 10%; if the term of shareholding exceeds one year, temporarily, the dividend

and bonus incomes are exempted from individual income taxes. When dividends and

bonus incomes are distributed by a listed company, such company, temporarily, shall

not withhold or pay any individual income taxes on behalf of the individuals whose

term of shareholding is within one year (inclusive); instead, the taxable incomes shall

be calculated by a securities registration and settlement company based on the term

of shareholding when the individual transfers those shares and the Company shall

withhold and pay the taxes through the securities registration and settlement company.

For dividend and bonus incomes obtained by securities investment funds from listed

companies, the individual income taxes thereof are calculated and levied pursuant to

the provisions in the document of Cai Shui [2012] No. 85.

For QFII, according to the provisions in the Notice on Issues Regarding Withholding

and Payment of Corporate Income Taxes when PRC Resident Enterprises Distribute

Dividends, Bonuses and Interests to the QFII (Guo Shui Han [2009] No. 47) (《關

於中國居民企業向QFII支付股息、紅利、利息代扣代繳企業所得稅有關問題的通

知》（國稅函[2009]47號)) issued by the State Taxation Administration, the listed

company withholds and pays corporate income taxes at a uniform tax rate of 10%.

If the dividend and bonus incomes obtained by QFII shareholders are entitled to the

treatment as stipulated in tax treaties (arrangements), application for tax refund can

be submitted to the governing tax authority after the acquisition of such dividends

and bonuses according to regulations.

– 124 –

According to the provisions in the Notice on Tax Policy Regarding Shanghai Hong

Kong Stock Connect Pilot Programs (Cai Shui [2014] No. 81) (《關於滬港股票市

場交易互聯互通機制試點有關稅收政策的通知》(財稅[2014] 81號)) issued by the

Ministry of Finance, State Taxation Administration and the CSRC, for the dividend

and bonus incomes obtained by investors (including enterprises and individuals) on

Hong Kong market from investing in A Shares listed on Shanghai Stock Exchange, the

implementation of differentiated taxation is suspended before Hong Kong Securities

Clearing Company Limited meets the conditions to provide CSDC with the investors’

identifications, terms of shareholding and other specific data. The listed company

withholds and pays the income taxes at the tax rate of 10%, which should be duly

declared to the governing taxation authority. For Hong Kong investors who are tax

residents of foreign countries that have entered a tax treaty with the PRC specifying

an income tax rate for dividend and bonus incomes below 10%, the enterprises or

individuals can, by themselves or entrust a withholding agent to apply to the governing

tax authorities of the listed company for the treatment as stipulated in such tax treaties.

The governing tax authorities should refund the taxes according to the discrepancy

between the levied taxes and taxes payable based on the rate specified in the tax treaty

after verifying and approving the application.

For the qualified investors who invest in the GDR issued by the Company on London

Stock Exchange and comply with the relevant domestic and foreign regulatory rules

(GDR Investors), according to the Enterprise Income Tax Law of the People's Republic

of China (《中華人民共和國企業所得稅法》) and other relevant tax regulations,

the Company shall withhold and pay income taxes at a tax rate of 10%. Citibank,

National Association, as the nominal holders of domestic basic A Shares corresponding

to GDR, receive the cash dividends distributed by the Company. If the dividend and

bonus incomes obtained by GDR Investors are entitled to the treatment as stipulated

in relevant tax treaties (arrangements), applications can be submitted to the governing

tax authority according to regulations.

For other institutional investors, the taxes on their dividends and bonus incomes shall

be paid on their own.

2. Shareholders of H Shares

According to the provisions in the Notice by the State Taxation Administration

Issues Regarding the Administration of Individual Income Tax Collection after the

Annulment of Document Guo Shui Fa [1993] No. 045 (Guo Shui Han [2011] No.

348) (《國家稅務總局關於國稅發[1993] 045號文件廢止後有關個人所得稅徵管

問題的通知》(國稅函[2011] 348號)), for the dividend and bonus incomes acquired

by individual shareholders as overseas residents from the issuance of shares in Hong

Kong by domestic non-foreign investment enterprises, the withholding agent shall

legally withhold and pay the individual income taxes according to item “interest,

dividend and bonus income”. For the issuance of shares in Hong Kong by domestic

– 125 –

non-foreign investment enterprises, the individual shareholders as overseas residents

can enjoy relevant tax preferences according to the provisions in the tax treaty

signed by the country to which the resident identity belongs and the PRC and in the

tax arrangements between Mainland China and Hong Kong (Macao). According to

relevant tax treaties and tax arrangements, the tax rates for dividends are normally

10%. To simplify administration of tax collection, when the domestic non-foreign

investment enterprises issuing shares in Hong Kong distribute dividends and bonuses,

the individual income taxes are generally withheld at the tax rate of 10% without

application. If the dividend tax rate is not 10%, individual income taxes shall be

withheld as per the following provisions: (1) for residents subject to tax rate below

10% pursuant to relevant treaties, the withholding agent can apply related treatment

under such treaties on behalf of the residents and the governing tax authority will

refund the additional tax payments after approving the application; (2) for residents

subject to tax rate over 10% but lower than 20% pursuant to relevant treaties, when

the withholding agent distributes dividend and bonus, the individual income tax shall

be withheld and paid at the actual tax rate specified in the treaties and application

for approval is not necessary; (3) for residents from the country which did not enter

into any tax treaty with the PRC and other situations, when the withholding agent

distributes dividend and bonus, the individual income tax shall be withheld and paid

at the tax rate of 20%.

According to the provisions in the Notice on Issues regarding Withholding of Enterprise

Income Taxes when PRC Resident Enterprises Distribute Dividends to Overseas Non-

resident Enterprise shareholders of H Shares (Guo Shui Han [2008] No. 897) (《關

於中國居民企業向境外 H 股非居民企業股東派發股息代扣代繳企業所得稅有關

問題的通知》(國稅函[2008] 897號)) issued by the State Taxation Administration,

when Chinese resident enterprises distribute annual dividends to overseas non-resident

enterprise shareholders of H Shares for 2008 and subsequent years, the corporate

income tax shall be withheld and paid at the uniform tax rate of 10%.

According to the provisions in the Notice on Tax Policy Regarding Shanghai Hong

Kong Stock Connect Pilot Programs (Cai Shui [2014] No. 81) (《關於滬港股票市

場交易互聯互通機制試點有關稅收政策的通知》(財稅[2014] 81號)) and the Notice

on Tax Policy Regarding Shenzhen-Hong Kong Stock Connect Pilot Programs (Cai

Shui [2016] No. 127) (《關於深港股票市場交易互聯互通機制試點有關稅收政策

的通知》(財稅[2016] 127號)) issued by the Ministry of Finance, State Taxation

Administration and the CSRC, for dividends and bonuses acquired by Mainland

individual investors by investing in listed H Shares on the Hong Kong Stock Exchange

via Shanghai-Hong Kong Stock Connect or Shenzhen-Hong Kong Stock Connect,

such H Share companies shall withhold the individual income tax at a tax rate of

20%. For dividends and bonuses acquired from Mainland securities investment funds

by investing in listed shares on the Hong Kong Stock Exchange via Shanghai-Hong

Kong Stock Connect or Shenzhen-Hong Kong Stock Connect, the individual income

tax shall be levied as per above regulations. For dividends and bonuses acquired by

– 126 –

Mainland enterprise investors by investing in listed shares on the Hong Kong Stock

Exchange via Shanghai-Hong Kong Stock Connect or Shenzhen-Hong Kong Stock

Connect, such H Share companies shall not withhold any income taxes on the dividends

and bonuses, and such income tax shall be declared and paid by the enterprises on

their own. Meanwhile, for the dividends and bonuses acquired by Mainland resident

enterprises for continuous holding of H Shares for 12 months, the corporate income

tax shall be exempted according to laws.

According to the current practices of Inland Revenue Department of Hong Kong, no

tax shall be levied for dividends distributed by the Company in Hong Kong.

The shareholders of the Company shall pay relevant taxes and/or be entitled to tax

reliefs according to the above provisions.

(XVII)

Environmental Policies and Performance of the Company

For the environmental policies and performance of the Company, please refer to “Corporate

Governance, Environment and Society” in this report.

(XVIII)

Compliance with Relevant Laws and Regulations

As a public company listed at home and abroad, the Company abides, in a strict manner,

by the requirements of the laws, regulations and normative documents of domestic and

foreign places where the Company is listed including the Company Law, Securities Law,

Regulation on the Supervision and Administration of Securities Companies, Rules for

Governance of Securities Companies, Code of Corporate Governance for Listed Companies

in China, Corporate Governance Code in Appendix C1 of Hong Kong Listing Rules and the

Articles of Association. The Company established and perfected its rules and regulations to

standardize the operation of the Company, and devoted itself to maintaining and improving

its sound market image. Please refer to “Suspected Violations of Laws and Regulations by,

Punishment on and Rectification of the Company and its Directors, Senior Management,

Controlling Shareholders and de facto Controllers” in the section headed “Major Events” in

this report for the punishment and public denouncement received by the Company during

the Reporting Period.

– 127 –

(XIX)

Reserves and Distributable Reserves

For changes in reserves and distributable reserves, please refer to the “Consolidated Statement

of Changes in Equity” and “55. Share capital, reserves and retained profits” of “Notes

to the Consolidated Financial Statements” under the “Independent Auditor’s Report and

Consolidated Financial Statements” in this report.

(XX) Property and Equipment and Investment Properties

For changes in properties and equipment and investment properties of the Group during

the year, please refer to “20. Property and equipment” and “21. Investment properties” of

“Notes to the Consolidated Financial Statements” under the “Independent Auditor’s Report

and Consolidated Financial Statements” in this report. As at December 31, 2025, the Group

did not own any investment properties or properties for development and/or for sale with one

or more ratio (as defined in the Rule 14.04(9) of the Hong Kong Listing Rules) over 5%.

(XXI)

Management Contract

No contracts concerning the management and administration of the whole or any substantial

part of the business of the Company were entered into or existed during the year ended

December 31, 2025.

(XXII)

Donations

The Company actively performed its social responsibilities in 2025 by investing

RMB29,348,572.23 (2024: RMB28,513,903.93) in public activities including public service

advertising and charitable contribution.

(XXIII)

Five-year Financial Highlight

For the highlight of operating results, assets and liabilities of the Group in the past five

financial years, please refer to “Key Accounting Data and Financial Indicators for the Past

Five Years” under “Key Accounting Data and Financial Indicators” in the section headed

“Company Profile and Key Financial Indicators” in this report. This summary does not

constitute a part of the audited consolidated financial statements.

– 128 –

(XXIV)

Auditors

1. Upon approval by the Company’s 2022 Annual General Meeting held on June 30, 2023,

the Company employed Deloitte Touche Tohmatsu Certified Public Accountants LLP

as the audit service institute of the Company and its holding subsidiaries for the 2023

annual financial statements and internal control to issue A Share audit report, internal

control audit report and GDR audit report; and employed Deloitte Touche Tohmatsu as

the audit service institute for the Company’s H Shares to issue H Share audit report.

The audit service fee was capped at RMB4.60 million (of which the internal control

audit fee was RMB0.40 million). In 2023, Deloitte Touche Tohmatsu Certified Public

Accountants LLP issued a standard unqualified opinion audit report on the annual

financial report prepared by the Company in accordance with the China Accounting

Standards for Business Enterprises. Certified public accountants Hu Xiaojun and Han

Jian signed the report; Deloitte Touche Tohmatsu issued a standard unqualified opinion

audit report on the annual financial report prepared by the Company in accordance

with the International Financial Reporting Standards. Certified public accountant Eric

Tong signed the report.

2. Upon approval by the Company’s 2023 Annual General Meeting held on June 20, 2024,

the Company employed Deloitte Touche Tohmatsu Certified Public Accountants LLP

as the audit service institute of the Company and its holding subsidiaries for the 2024

annual financial statements and internal control to issue A Share audit report, internal

control audit report and GDR audit report; and employed Deloitte Touche Tohmatsu as

the audit service institute for the Company’s H Shares to issue H Share audit report.

The audit service fee was capped at RMB4.60 million (of which the internal control

audit fee was RMB0.40 million). In 2024, Deloitte Touche Tohmatsu Certified Public

Accountants LLP issued a standard unqualified opinion audit report on the annual

financial report prepared by the Company in accordance with the China Accounting

Standards for Business Enterprises. Certified public accountants Hu Xiaojun and Han

Jian signed the report; Deloitte Touche Tohmatsu issued a standard unqualified opinion

audit report on the annual financial report prepared by the Company in accordance

with the International Financial Reporting Standards. Certified public accountant Chu

Wai Chung signed the report.

– 129 –

3. Upon approval by the Company’s 2024 Annual General Meeting held on June 20, 2025,

the Company employed Deloitte Touche Tohmatsu Certified Public Accountants LLP

as the audit service institute of the Company and its holding subsidiaries for the 2025

annual financial statements and internal control to issue A Share audit report, internal

control audit report and GDR audit report; and employed Deloitte Touche Tohmatsu as

the audit service institute for the Company’s H Shares to issue H Share audit report.

The audit service fee was capped at RMB4.98 million (of which the internal control

audit fee was RMB0.40 million). In 2025, Deloitte Touche Tohmatsu Certified Public

Accountants LLP issued a standard unqualified opinion audit report on the annual

financial report prepared by the Company in accordance with the China Accounting

Standards for Business Enterprises. Certified public accountants Hu Xiaojun and Han

Jian signed the report; Deloitte Touche Tohmatsu issued a standard unqualified opinion

audit report on the annual financial report prepared by the Company in accordance

with the International Financial Reporting Standards. Certified public accountant Chu

Wai Chung signed the report.

4. Upon approval by the Company’s third meeting of the seventh session of the Board

of Directors held on March 30, 2026, the Company proposed to employ Deloitte

Touche Tohmatsu Certified Public Accountants LLP as the audit service institute of

the Company and its holding subsidiaries for the 2026 annual financial statements

and internal control to issue A Share audit report, internal control audit report and

GDR audit report; and employ Deloitte Touche Tohmatsu as the audit service institute

for the Company’s H Shares to issue H Share audit report. The audit service fee was

capped at RMB5.58 million (of which the internal control audit fee was RMB0.40

million). This issue is yet to be approved at the 2025 Annual General Meeting of the

Company.

There have been no changes in the auditor of the Company in any of the past three years.

(XXV)

Review of Annual Results

This annual financial report has been audited. The Audit Committee under the Board of

Directors has reviewed the Company’s audited annual financial statement and annual report

as of December 31, 2025, and did not raise any objections to the accounting policy and

convention adopted by the Company.

– 130 –

(XXVI)

Publication of the Annual Report

This annual report will be released on the Company’s website (www.htsc.com.cn) and the

HKEXnews website of Hong Kong Stock Exchange (www.hkexnews.hk).

The 2025 annual report of the Company which contains all the information required by

the Hong Kong Listing Rules will be published on the HKEXnews website of Hong Kong

Stock Exchange (www.hkexnews.hk) and the Company’s website (www.htsc.com.cn), and

will be dispatched to the shareholders of H Shares of the Company by the means of receipt

of communications they selected.

By order of the Board

Wang Huiqing

Chairman

March 30, 2026

– 131 –

CORPORATE GOVERNANCE, ENVIRONMENT AND SOCIETY

I. DESCRIPTION OF CORPORATE GOVERNANCE

As a public company listed in both domestic and overseas markets, the Company has been

operating business in a standard manner and in strict compliance with the requirements set forth

in the laws, regulations and normative documents of the PRC and the overseas jurisdiction where

the shares of the Company are listed, and has made continuous efforts to maintain and enhance

the good image of the Company in the market. The Company keeps improving its corporate

governance structure, compliance risk control and internal control system strictly according to

the requirements under the Company Law, the Securities Law, the Regulations on Supervision

and Management of Securities Companies, the Rules for Governance of Securities Companies,

the Rules for Corporate Governance of Listed Companies, the Corporate Governance Code as set

out in Appendix C1 to the Hong Kong Listing Rules and other relevant laws and regulations as

well as the Articles of Association, and in line with the goal of establishing a modern corporate

system, thereby forming a corporate governance mechanism with statutory and transparent rights

and responsibilities, coordinated operation and effective checks and balances, and ensuring the

stable operation and standardized operation of the Company.

(I) Corporate Governance

During the Reporting Period, the Company conducted its operations and management

in a standard and orderly manner. Various rules and regulations have been formulated

and continuously refined in strict compliance with the requirements of laws, regulations

and normative documents to regulate the Company’s operations. During the Reporting

Period, in accordance with relevant requirements of the Company Law, the Securities Law,

the Measures for the Supervision and Administration of Directors, Supervisors, Senior

Management Officers and Practitioners of Securities Fund Operating Institutions issued

by the CSRC, the Measures for the Administration of Independent Directors of Listed

Companies, the Rules for Governance of Securities Companies, the Rules for Corporate

Governance of Listed Companies, the Guidelines for the Articles of Association of Listed

Companies, the Rules Governing the Listing of Stocks on the Shanghai Stock Exchange,

the Hong Kong Listing Rules, the Implementation Rules on Integrity Practices of the

Securities and Futures Agencies and Their Employees issued by the Securities Association

of China, the Code of Integrity of the Securities Industry, the Regulation on Comprehensive

Risk Management of Securities Companies, as well as other relevant laws, regulations and

normative documents, and in light of repurchase and cancellation of part of the restricted

A Shares under the equity incentive scheme of the Company, the Company amended

and improved the Articles of Association; in accordance with relevant laws, regulations,

normative documents and the Articles of Association, and in light of the actual situation of

the Company, the Company amended and improved the Rules of Procedures for General

Meetings and the Rules of Procedures for the Board of Directors, and has abolished the

Rules of Procedures for the Supervisory Committee. These amendments to the rules or

the abolition have been considered and approved by the general meeting of the Company.

– 132 –

Meanwhile, the Company simultaneously amended and improved the Terms of Reference of

Special Committees of the Board; to strengthen the Company’s market value management,

effectively promote the enhancement of the Company’s investment value, increase investor

returns, and safeguard investor interests, the Company has accordingly formulated the

Market Value Management System. The amendments or formulation of these systems have

been approved by the Board of the Company. In addition, during the Reporting Period,

as considered and approved by the Board and the general meeting of the Company, the

Company made adjustments to the composition of the sixth session of the Board and the

special committees thereof to fully leverage on professional strengths and improve decision-

making efficiency and level; subsequent to the Reporting Period, as considered and approved

by the Board and the general meeting of the Company, and based on the election results

of the congress of workers and staff of the Company, the Company has established the

seventh session of the Board of Directors. Through the establishment and improvement as

well as the full implementation of the above systems, the Company’s governance structure

and level have been continuously standardized and improved.

The convening, holding and voting procedures of the general meeting, the Board and its

special committees of the Company were standard, legal and valid, and the Company

disclosed truthful and accurate information in a complete, timely and fair manner. The

Company carried out investor relationship management in a standard and professional

manner, and carried out inside information management and registration of insiders in

strict compliance with the requirements of the System regarding Insider Registration and

Management and Confidentiality of the Company and other relevant rules. The Company

adhered to the principle of scientificity, standardization and transparency when practicing

corporate governance. During the Reporting Period, the Company was rated with the highest

rating of A in the 2024-2025 Information Disclosure Evaluation on Listed Companies

organized by the SSE; was honored as the Best Practice Case in the 2025 Best Practice Case

Collections for Board of Directors of Public Companies organized by China Association for

Public Companies, the Best Practice Case in the 2025 Best Practice Case Collections for

Board Office of Public Companies organized by China Association for Public Companies,

and the Best Practice Case in the 2025 Best Practice Case Collections for Sustainable

Development of Public Companies organized by China Association for Public Companies,

and was also included in the 2025 Cash Dividend List of Listed Companies released by

China Association for Public Companies. Meanwhile, the secretary of the Board of the

Company was rated as 5A in the 2025 Performance Evaluation of the Secretary to the Board

of Directors of Listed Companies organized by China Association for Public Companies. In

addition, with its remarkable ESG governance practice, in 2025, the annual MSCI ESG rating

of the Company remained at AAA, maintaining the top position among global investment

banks for two consecutive years.

– 133 –

1. Shareholders and the General Meeting

The general meeting of the Company is composed of all shareholders, and the general

meeting is the power organ of the Company. The Company convenes and holds

general meetings in strict accordance with the relevant provisions of the Articles of

Association and the Rules of Procedures for General Meetings to ensure the equal

status of all shareholders, in particular the minority shareholders, and enable them to

exercise their rights completely. The largest shareholder and the de facto controller of

the Company exercised their rights in accordance with the laws, regulations and the

Articles of Association, and neither directly nor indirectly intervened in the decisions

and operations of the Company beyond the general meeting nor appropriated any

fund of the Company or requested the Company to provide any external guarantee.

The Company was completely independent from its largest shareholder and de facto

controller in terms of staff, assets, finance, organization and business.

2. Directors and the Board

The election and change of Directors were in strict compliance with the Articles of

Association. The number and composition of the Board conformed to the requirements

of the relevant laws and regulations. The Board of the Company has continuously

improved its rules of procedures. The convening, holding and voting procedures of

the Board meetings were legal and valid. The Company has established the Working

System for Independent Directors, and all the independent Directors have independently

and objectively protected the legitimate rights and interests of the Company and its

shareholders, and played a role of check and balance in the decision-making process

of the Board. The Board has the following mechanism in place to ensure independent

views and input from Directors are conveyed to the Board. Meanwhile, the Board

reviews the implementation and effectiveness of this mechanism every year: the Board

of the Company includes 5 independent non-executive Directors, representing more

than 1/3 of the total number of the Board members. Each year, all independent Directors

of the Company submit an annual performance report to the Board and the general

meeting for consideration, and disclose relevant information on their positions in other

listed companies or organizations in the annual report. The Company has established

special committees under the Board that are responsible to the Board and submit the

voting results of the meetings to the Board, among which the majority members of the

Audit Committee and the Nomination Committee are independent Directors who host

the posts of chairman. All members of the Remuneration and Appraisal Committee

are independent Directors. The Nomination Committee is responsible for reviewing

the structure, size and composition of the Board each year, reviewing and making

recommendations on the qualifications of Directors and senior management, and

reviewing the independence of independent non-executive Directors and other matters.

– 134 –

The Company ensures that independent Directors have the right to information

equivalent to that of other Directors and are provided with the necessary working

conditions to perform their duties, and for matters that need to be decided by the

Board, the Company shall notify independent Directors in advance pursuant to statutory

limit of time and provide true, accurate and sufficient information at the same time. If

independent Directors consider that the information is insufficient, they may request

the Company to supplement.

All Directors of the Company are able to perform their duties with due diligence in

accordance with the relevant regulations to safeguard the interests of the Company

and all shareholders.

There is no financial, business, family or other significant/related relationship between

the Directors and senior management of the Company.

The Company believes that the increasing diversity of the Board is one of the key

factors that help support its strategic objectives and maintain sustainable development.

Therefore, the Company has, when determining the composition of the Board, adopted

the following measures to maintain or enhance its balance and diversity:

(1) consider the diversity of Board members in several aspects, including but

not limited to gender, age, cultural and educational background, professional

experience, skills, knowledge and popularity in service. The determination of

the members should be based on the value of the candidates and the contribution

that they could make to the Board. All nominations of the Board should be in

the principle of “merit-based”. When the candidates are selected, the benefits

from the diversity of Board members should be taken into full consideration

according to their objective conditions.

(2) the Nomination Committee will report annually on the diversified composition of

the Board in the annual report, inspect the implementation of the abovementioned

policy on diversification of Board members and review such policy every year

so as to ensure its effectiveness.

In 2022, the Company established the sixth session of the Board of Directors, and

established the seventh session of the Board of Directors after the Reporting Period.

The Board has diversified composition and complementary advantages.

– 135 –

As of the end of the Reporting Period, the composition of the Board of the Company

is as follows:

By age group

Aged 50 and below: 2 persons; aged 51-55: 4 persons; aged 56-60: 5 persons; aged

over 60: 2 persons

By category of Directors

Executive Directors: 3 persons; non-executive Directors: 5 persons; independent non-

executive Directors: 5 persons

By gender

Female Director: 1 person; male Directors: 12 persons

Professional background

Finance, economics, accounting, laws, business administration, public administration,

enterprise management, industrial economics, computer communication, social

sciences, etc.

The Board considers that the current composition of the Board during the Reporting

Period is diversified regarding skills, gender, experience and knowledge. However,

after the resignation of Ms. Yin Lihong, an executive Director of the Company, on

March 14, 2025, the Company has identified the suitable candidate to serve as the

Director pursuant to relevant requirements, and re-met the requirement under Rule

13.92 of the Hong Kong Listing Rules regarding diversity of the Board. The nomination

policy of the Company can ensure that the Board will have potential alternate candidates

to continue the existing diversity of the Board.

3. Senior Management of the Company

The election and change of the senior management were in strict compliance with

the Articles of Association. The procedures for appointment of senior management of

the Company complied with the Company Law and the Articles of Association. The

Company has formulated the Terms of Reference of the Executive Committee and the

Terms of Reference of the Secretary to the Board and other rules and regulations. The

senior management of the Company conducted operations and performed their duties

legally and diligently in accordance with the laws, regulations and authorizations of

the Board, in order to maximize shareholders’ benefits and social benefits.

– 136 –

4. Information Disclosure and Transparency of the Company

The Company disclosed information in a truthful, accurate, complete and timely manner

in strict compliance with the requirements of laws, rules and relevant regulations,

and ensured that all shareholders had equal access to the relevant information of

the Company, thereby ensuring the transparency of the Company. The Company

strengthened the management of inside information, worked to ensure the confidentiality

of inside information, and safeguarded the principle of fairness in information disclosure

in strict compliance with the System regarding Insider Registration and Management

and Confidentiality of the Company. The Board of the Company designated the

secretary to the Board to be responsible for the Company’s information disclosure,

and the Office of the Board also assisted the secretary in information disclosure.

Meanwhile, the Company also arranged dedicated personnel to answer telephone

enquiries of investors and questions from investors via e-mails and the SSE interactive

E-platform, actively interacted with institutional investors during their visits and

surveys or telephone interviews, regularly held results presentation and online briefing

on the results, proactively attended strategy seminars and investment forums held by

domestic or overseas financial institutions and updated in a timely manner information

on the “Investor Relations” column on the Company’s website.

5. Stakeholders

The Company gave full respects to its shareholders, customers, staff and other

stakeholders and protected their legitimate rights and interests from the perspective

of system building and in each link of business operation, ensured the development

of the Company in a sustainable, harmonious, healthy and standard way, in order to

achieve all-win results for the Company and all stakeholders, thus maximizing the

Company’s profits and social benefits.

During the Reporting Period, according to the requirements of the regulatory

departments, the Company further improved its organizational structure, institutional

building and strengthened management of inside information, and ensured that

the actual status of the corporate governance of the Company complied with the

requirements of the normative documents published by the CSRC regarding the

corporate governance of listed companies. Meanwhile, the Company strictly complied

with all the code provisions as set out in the Corporate Governance Code, and met

most of the recommended best practices in the Corporate Governance Code.

– 137 –

(II) Formulation and Implementation of Insider Registration and Management System

The Company formulated the System regarding Insider Registration and Management and

Confidentiality in April 2010 in accordance with the requirements of relevant laws and

regulations, normative documents and the Articles of Association and in light of the actual

situation of the Company, which was considered and approved at the seventeenth meeting of

the first session of the Board, in order to strengthen the management of inside information,

maintain the confidentiality of inside information, ensure fair information disclosure and

protect the legitimate rights and interests of investors.

In December 2011, according to the Provisions on the Establishment of an Insider Registration

and Management System by Listed Companies (CSRC Announcement [2011] No. 30)

(《關於上市公司建立內幕信息知情人登記管理制度的規定》(證監會公告[2011]30號))

issued by the CSRC, the Circular on Filing Records of Insiders by Listed Companies (Shang

Zheng Gong Han [2011] No. 1501) (《關於做好上市公司內幕信息知情人檔案報送工

作的通知》(上證公函[2011]1501號)) issued by the Shanghai Stock Exchange and other

relevant requirements issued by regulators, the Company made amendments to the System

Regarding Insider Registration and Management and Confidentiality, which were considered

and approved at the seventh meeting of the second session of the Board.

In March 2015, in order to meet the relevant regulatory requirements regarding the listing

of the H Shares of the Company, the Company made amendments to the System Regarding

Insider Registration and Management and Confidentiality, which were considered and

approved at the sixteenth meeting of the third session of the Board.

In March 2019, for consistency with the Articles of Association, the Company made

amendments to the System regarding Insider Registration and Management and Confidentiality,

which were considered and approved at the twentieth meeting of the fourth session of the

Board.

In August 2020, according to the revised Securities Law, the Guidelines on Insiders Reporting

by Listed Companies issued by the SSE as well as relevant laws, regulations and normative

documents, the Company made amendments to the System regarding Insider Registration

and Management and Confidentiality, which were considered and approved at the seventh

meeting of the fifth session of the Board.

In March 2024, pursuant to the Regulatory Guidelines for Listed Companies No. 5 –

Registration and Management System for Insider Information of Listed Companies, the

Guidelines No. 2 of the Shanghai Stock Exchange for Self-Regulation of Listed Companies

– Information Disclosure Affairs Management as well as relevant laws, regulations,

departmental rules, normative documents, the Company made amendments to the System

regarding Insider Registration, Management and Confidentiality, which were considered

and approved at the seventh meeting of the sixth session of the Board of the Company.

– 138 –

During the Reporting Period, the Company made more efforts to maintain the confidentiality

of inside information, performed its obligation of insider registration, management and

confidentiality diligently, kept records of the names of insiders who had accessed to the

inside information at the stage of negotiation, planning, demonstration and consultation

and contracting as well as in the processes of reporting, delivery, preparation, auditing,

resolution and disclosing before its final disclosure in strict compliance with the requirements

of System regarding Insider Registration and Management and Confidentiality, and kept

records of information relating to insiders and memos of progress of major events, in order

to effectively prevent insider dealing and properly carry out information disclosure.

During the Reporting Period, the Company organized internal investigation into the dealing

of shares and derivatives of the Company by insiders, and found that none of the holders

of inside information had made use of inside information in share transactions before any

significant-price-sensitive-nature information disclosure that may affect the share price of

the Company, and the Company has not received any punishment or administrative measure

imposed by regulatory departments due to the possible involvement in insider dealing.

(III) Corporate Governance Policies and the Board’s Responsibilities for Corporate Governance

The Company has been in strict compliance with the Hong Kong Listing Rules, and followed

all the principles in the Corporate Governance Code to be its own corporate governance

policies. In respect of the corporate governance function, the terms of reference of the

Board shall at least include:

(1) to formulate and review the corporate governance policies and practices of the Company;

(2) to review and monitor the training and continuous professional development of the

Directors and the senior management;

(3) to review and monitor the Company’s policies and practices on compliance with laws

and regulatory requirements;

(4) to formulate, review and monitor the code of conduct and compliance manual (if any)

applicable to monitor employees and Directors;

(5) to review the Company’s compliance with the Corporate Governance Code and

disclosure in the Corporate Governance Report.

– 139 –

(IV) Securities Transactions by Directors and Employees

During the Reporting Period, the Company adopted the Model Code as set out in Appendix

C3 to the Hong Kong Listing Rules as the code of conduct for securities transactions of the

Company by all Directors. According to the domestic regulatory requirements, the Company

convened the thirteenth meeting of the third session of the Board on November 25, 2014 to

consider and approve the Administrative System regarding the Shares of the Company Held

by Directors, Supervisors and Senior Management (the “Administrative System”) in order

to regulate the holding and dealing of the shares of the Company by Directors and senior

management. On March 6, 2015, the Company made amendments to the Administrative

System in order to meet the relevant regulatory requirements regarding the listing of H

Shares of the Company, which were considered and approved at the sixteenth meeting of

the third session of the Board. On October 28, 2022, the Company made amendments to the

Administrative System, which were considered and approved at the twenty-seventh meeting

of the fifth session of the Board of the Company. On December 20, 2024, the Company

made amendments to the Administrative System in order to strengthen the management of

the shares of the Company held by Directors and senior management of the Company and

the changes thereof, which were considered and approved at the fourteenth meeting of the

sixth session of the Board of the Company. The compulsory provisions contained in the

Administrative System are stricter than those under the Model Code. According to the special

enquiries with Directors and senior management, all Directors and senior management of

the Company confirmed that they had strictly complied with the relevant requirements under

the Administrative System and Model Code during the Reporting Period. The Board of the

Company will, on a regular or irregular basis, carry out inspection on corporate governance

and operation of the Company, in order to ensure the relevant provisions under the Hong

Kong Listing Rules are well observed and to protect the interests of the shareholders.

Please refer to “Changes in shareholding structure and remuneration of current and resigned

Directors and senior management during the Reporting Period” under “Directors and Senior

Management” under “Corporate Governance, Environment and Society” in this report for

details of the shareholding of the Directors and senior management of the Company.

– 140 –

II. SPECIFIC MEASURES TAKEN BY THE CONTROLLING SHAREHOLDERS AND DE

FACTO CONTROLLERS OF THE COMPANY TO ENSURE THE INDEPENDENCE OF

THE COMPANY IN TERMS OF ASSETS, PERSONNEL, FINANCE, ORGANIZATION

AND BUSINESS, AND THE SOLUTIONS, WORK PROGRESS AND FOLLOW-UP WORK

PLANS THAT INFLUENCE THE INDEPENDENCE OF THE COMPANY

The shareholding structure of the Company is relatively decentralized without controlling

shareholders. The de facto controller of the Company is Jiangsu SASAC. Since its inception, the

Company has been operating in strict compliance with relevant laws and regulations including the

Company Law and the Securities Law as well as the requirements of the Articles of Association.

The Company is completely separated from its shareholders in respect of business, staff, assets,

organization and finance, owns a complete business system and is capable of operating independently

in the market.

1. Information about the independence of business

In accordance with the requirements of the Company Law and the Articles of Association,

the Company conducts business on its own pursuant to the law within the operating scope

approved by the CSRC, and has obtained various business materials required for securities

business operation with an independent and complete business system and the ability of self-

operation. Its business operation is not controlled or affected by its shareholders or related

parties. The Company can compete in the market independently. Shareholders and related

parties of the Company did not breach the Company’s working procedures or intervene in

the Company’s internal management or the making of its operational decisions.

2. Information about the independence of the staff

The Company has set up a dedicated human resources department, and established independent

and complete systems for labor employment, personnel management, salary management

and social security. The Directors and senior management of the Company were selected

and employed in compliance with relevant requirements of the Company Law, the Securities

Law, the Measures for the Supervision and Administration of Directors, Supervisors, Senior

Management Officers and Practitioners of Securities Fund Operating Institutions and the

Articles of Association. The current Directors and senior management of the Company meet

the corresponding qualifications. The senior management of the Company held no positions

in its largest shareholder and de facto controller and other enterprises under its control. The

Company adopts an appointment system for the senior management, a labor contract system

for all staff, and enters into Labor Contracts with all the staff in accordance with the law.

The Company owns independent rights for labor employment, and its staff are independent

from the shareholders and enterprises under their control without any interference from the

shareholders.

– 141 –

3. Information about the integrity of the assets

The Company possesses main business qualifications, land, real estate, vehicles and other

operating equipment required for business operation. The above assets are subject to no

mortgage, pledge or other guarantees, and the Company is the legal owner of these assets. The

assets of the Company are independent from its largest shareholder and other shareholders.

As of the end of the Reporting Period, the Company provided no guarantees for the debts

of any of its shareholders and their subsidiaries by using its assets or reputation as the

collateral. The Company had full control and use right over its assets, and there had been

no circumstance under which the interests of the Company were damaged due to the largest

shareholder’s occupation of any of its assets and funds.

4. Information about organizational independence

In strict compliance with the requirements of the Company Law and the Articles of

Association, the Company has set up a sound corporate governance structure, and has formed

a corporate governance mechanism with statutory and transparent rights and responsibilities,

coordinated operation and effective checks and balances. The Company owns an independent

and complete system for securities business operation and management, and conducts

business on its own. The organizations are set up and run in compliance with the relevant

requirements of the CSRC. The existing offices and premises of the Company are totally

separate from its shareholders without the circumstances of sharing organizations with them

or their direct intervention in the Company’s business activities.

5. Information about financial independence

As required by the Accounting Standards for Business Enterprises and the Financial Systems

of Securities Firms, the Company has established an independent financial accounting

and management system, set up an independent accounting department, and employed

independent financial accountants. The chief financial officer and financial personnel of the

Company held no positions in its shareholders. The Company has opened an independent

bank account, applied for an independent tax registration and paid taxes in accordance with

laws and regulations. The Company shared no accounts and taxes with its shareholders and

related parties.

As of the end of the Reporting Period, the Company provided no guarantees for its shareholders

and other related parties. During the Reporting Period, the Company experienced no peer

competition and related-party transactions resulted from shareholding reform, features of

the industry and national policies or mergers and acquisitions.

– 142 –

CONTROLLING SHAREHOLDERS, DE FACTO CONTROLLERS AND OTHER UNITS

UNDER THEIR CONTROL ENGAGED IN SAME OR SIMILAR BUSINESSES AS THE

COMPANY AND IMPACTS OF HORIZONTAL COMPETITIONS OR SIGNIFICANT

CHANGES IN HORIZONTAL COMPETITIONS ON THE COMPANY, SOLUTIONS

ADOPTED, SOLVING PROGRESS AND SUBSEQUENT SOLUTIONS

In July 2010, with the approval of the People’s Government of Jiangsu Province, Jiangsu SASAC

decided to transfer the state-owned equities in Jiangsu Sainty International Group Limited to

Guoxin Group, the largest shareholder of the Company. Guoxin Group directly and indirectly

held 78.5% equities of Jintai Futures Co., Ltd., and became the controlling shareholder of Jintai

Futures Co., Ltd. Jintai Futures Co., Ltd. is principally engaged in commodities futures brokerage,

financial futures brokerage, futures investment consultancy and asset management, which has

horizontal competition with Huatai Futures, a subsidiary by the Company.

To avoid the abovementioned horizontal competition, on June 10, 2014, the Company organized

the convening of the sixth meeting of the third session of the Board and the fourth meeting of

the third session of the Supervisory Committee, which considered and approved the Resolution

on Avoiding Horizontal Competition in Futures Businesses Between Jiangsu Guoxin and Huatai

Securities and submitted to the 2014 second extraordinary general meeting convened on June 26,

2014 for consideration and approval. Meanwhile, the independent Directors of the Company also

expressed independent opinions on the resolution. They believed that such horizontal competition

has no significant effect on the operation and development of Huatai Securities and the interests

of minority shareholders and the resolution is in line with relevant regulations of the CSRC and

beneficial to the legitimate rights and interests of investors, especially small and medium investors,

and meets the requirements of Huatai Securities on maximizing shareholders’ interests.

On June 27, 2014, Guoxin Group re-signed the Letter of Undertaking on Waiving Horizontal

Competition and Conflict of Interests based on relevant regulations and the requirements of the

resolutions at the 2014 second extraordinary general meeting of the Company. For the details

of the announcement on the change of such undertaking, please refer to the announcement (Lin

No. 2014-047) on the performance and change of undertaking by the Company’s shareholder

dated June 28, 2014.

– 143 –

III. GENERAL MEETINGS CONVENED DURING THE REPORTING PERIOD

Meeting

Convening

date Resolution

Enquiry index of the websites

designated for publication

of the resolutions

Date of disclosure

of the

publication of

the resolutions Status

2024 Annual

General

Meeting

June 20, 2025 1. To consider the 2024 Work Report of the

Board of the Company;

2. To consider the 2024 Work Report of the

Supervisory Committee of the Company;

3. To consider the 2024 Final Financial

Report of the Company;

4. To consider the Resolution on the 2024

Annual Report of the Company;

5. To consider the Resolution on the 2024

Profit Distribution Plan of the Company;

6. To consider the Resolution on the

Estimated Ordinary Transactions with

Related Parties of the Company for 2025;

7. To consider the Resolution on the

Estimated Investment Amount for the

Proprietary Business of the Company for

2025;

8. To consider the Resolution on the Re-

appointment of the Accounting Firms for

2025 of the Company;

9. To consider the Report on Performance of

Duties of the Independent Non-executive

Directors of the Company for 2024;

10. To consider the Resolution on Proposing

the General Meeting to Grant General

Mandate to the Board to Issue Shares;

11. To consider the Resolution on Repurchase

and Cancellation of Part of the Restricted

A Shares by the Company;

12. To consider the Resolution on the Election

of the Non-executive Director and

Executive Director of the Sixth Session of

the Board.

https://www.sse.com.cn

https://www.hkexnews.hk

https://www.londonstockexchange.com

https://www.htsc.com.cn

June 21, 2025 All resolutions

were

considered and

approved.

– 144 –

Meeting

Convening

date Resolution

Enquiry index of the websites

designated for publication

of the resolutions

Date of disclosure

of the

publication of

the resolutions Status

2025 First

A Share Class

Meeting

June 20, 2025 To consider the Resolution on Repurchase

and Cancellation of Part of the Restricted

A Shares by the Company.

https://www.sse.com.cn

https://www.hkexnews.hk

https://www.londonstockexchange.com

https://www.htsc.com.cn

June 21, 2025 The resolution

was considered

and approved.

2025 First

H Share Class

Meeting

June 20, 2025 To consider the Resolution on Repurchase

and Cancellation of Part of the Restricted

A Shares by the Company.

https://www.sse.com.cn

https://www.hkexnews.hk

https://www.londonstockexchange.com

https://www.htsc.com.cn

June 21, 2025 The resolution

was considered

and approved.

2025 First

Extraordinary

General

Meeting

October 17, 2025 1. To consider the Resolution on the

2025 Interim Profit Distribution of the

Company;

2. To consider the Resolution on the

Amendments to the Articles of Association

of Huatai Securities Co., Ltd.;

3. To consider the Resolution on the

Amendments to the Rules of Procedure

for General Meeting of Huatai Securities

Co., Ltd.;

4. To consider the Resolution on the

Amendments to the Rules of Procedure of

the Board Meetings of Huatai Securities

Co., Ltd.;

5. To consider the Resolution on the Matters

in Relation to the Dissolution of the

Supervisory Committee.

https://www.sse.com.cn

https://www.hkexnews.hk

https://www.londonstockexchange.com

https://www.htsc.com.cn

October 18, 2025 All resolutions

were

considered and

approved.

– 145 –

Meeting

Convening

date Resolution

Enquiry index of the websites

designated for publication

of the resolutions

Date of disclosure

of the

publication of

the resolutions Status

2025 Second

A Share Class

Meeting

October 17, 2025 1. To consider the Resolution on the

Amendments to the Articles of Association

of Huatai Securities Co., Ltd.;

2. To consider the Resolution on the

Amendments to the Rules of Procedure

for General Meeting of Huatai Securities

Co., Ltd.;

3. To consider the Resolution on the

Amendments to the Rules of Procedure of

the Board Meetings of Huatai Securities

Co., Ltd.

https://www.sse.com.cn

https://www.hkexnews.hk

https://www.londonstockexchange.com

https://www.htsc.com.cn

October 18, 2025 All resolutions

were

considered and

approved.

2025 Second

H Share Class

Meeting

October 28, 2025 1. To consider the Resolution on the

Amendments to the Articles of Association

of Huatai Securities Co., Ltd.;

2. To consider the Resolution on the

Amendments to the Rules of Procedure

for General Meeting of Huatai Securities

Co., Ltd.;

3. To consider the Resolution on the

Amendments to the Rules of Procedure of

the Board Meetings of Huatai Securities

Co., Ltd.

https://www.sse.com.cn

https://www.hkexnews.hk

https://www.londonstockexchange.com

https://www.htsc.com.cn

October 29, 2025 All resolutions

were

considered and

approved.

Note: None of the shareholders of the Company are holders of preference shares with voting rights restored.

Therefore, none of the extraordinary general meetings was convened by holders of preference shares with

voting rights restored, nor was any general meeting proposed to be convened, convened or chaired by the

holders of preference shares with voting rights restored during the Reporting Period.

– 146 –

IV. MEETINGS OF THE BOARD CONVENED DURING THE REPORTING PERIOD

Meeting Convening date Meeting form and place Resolution Status

The Fifteenth Meeting

of the Sixth Session

of the Board

March 28, 2025 By means of onsite & video meetings.

Address: Large Conference Room,

Floor 12, Building 1, Huatai Securities

Square, No. 228, Middle Jiangdong

Road, Nanjing; Conference Room 6,

Floor 18, Building A, China Pacific

Insurance Plaza, No. 28 Fengsheng

Alley, Xicheng District, Beijing;

Simulated Video Conference Room,

Shanghai Branch Office of Huatai

Securities, Floor 25, Poly Plaza, No.

18, Dongfang Road, Pudong New Area,

Shanghai; Simulated Video Beijing

Conference Room, Huatai Financial

Holdings (Hong Kong) Limited, 62/F,

The Center, 99 Queen’s Road Central,

Hong Kong.

1. To consider the 2024 Work Report of the Senior

Management of the Company;

2. To consider the 2024 Final Financial Report of the

Company;

3. To consider the 2025 Financial Budget Report of the

Company;

4. To consider the Proposal on the 2024 Profit Distribution

of the Company;

5. To consider the 2024 Work Report of the Board of the

Company;

6. To consider the Resolution on the 2024 Annual Report

of the Company;

7. To consider the Resolution on the 2024 Annual

Compliance Report of the Company;

8. To consider the Resolution on the 2024 Annual Risk

Management Report of the Company;

9. To consider the Resolution on the 2024 Annual Internal

Control Evaluation Report of the Company;

10. To consider the Resolution on the Special Report on

Information Technology Management and Network and

Information Security Management of the Company for

2024;

11. To consider the Resolution on the 2024 Corporate Social

Responsibility Report of the Company;

12. To consider the Proposal on the Estimated Ordinary

Transactions with Related Parties of the Company for

2025;

13. To consider the Proposal on the Estimated Investment

Amount for the Proprietary Business of the Company for

2025;

14. To consider the Resolution on the Internal Audit Work

Report for 2024 and Internal Audit Work Plan for 2025

of the Company;

15. To consider the Resolution on the Re-appointment of the

Accounting Firms of the Company;

16. To consider the Resolution on the Formulation of the

Market Value Management System of Huatai Securities

Co., Ltd.;

17. To consider the Resolution on the Election of Non-

executive Directors of the Sixth Session of the Board of

the Company;

All resolutions

were considered

and approved.

– 147 –

Meeting Convening date Meeting form and place Resolution Status

18. To consider the Resolution on the Adjustment to the

Composition Plan of Certain Special Committees of the

Sixth Session of the Board of the Company;

19. To consider the Resolution on the Appointment of

Representative for Securities of the Company;

20. To consider the Resolution on the Semi-Annual Report

on Implementation of 2024 Action Plan of “Corporate

Value and Return Enhancement” of the Company;

21. To consider the Resolution on Proposing the General

Meeting to Grant General Mandate to the Board to Issue

Shares;

22. To consider the Report on Performance Assessment and

Remuneration of Directors of the Company for 2024;

23. To consider the Report on Performance of Duties,

Performance Assessment and Remuneration of the

Senior Management of the Company for 2024;

24. To consider the Report on Performance of Duties by the

Independent Directors of the Company for 2024;

25. To consider the Resolution on Convening the 2024

Annual General Meeting of the Company;

26. To listen to the Report on Independence Self-

examination by the Independent Directors of the

Company;

27. To listen to the Special Opinions of the Board of the

Company on Independence of the Independent Directors;

28. To listen to the Report on Performance of Duties by

the Audit Committee of the Board of the Company for

2024;

29. To listen to the Evaluation Report on Performance of

Duties by the Annual Audit Accounting Firm for 2024

of the Company;

30. To listen to the Report on Performance of Supervisory

Duties by the Annual Audit Accounting Firm for 2024

of the Audit Committee of the Board of the Company;

31. To listen to the Work Report of the Chief Compliance

Officer of the Company for 2024;

32. To listen to the Work Report on Anti-money Laundering

of the Company for 2024;

33. To review the Report on Net Capital and Other Risk

Control Indicators of the Company for 2024.

– 148 –

Meeting Convening date Meeting form and place Resolution Status

The sixteenth Meeting

of the Sixth Session

of the Board

April 29, 2025 By means of onsite & video meetings.

Address: Large Conference Room,

Floor 12, Building 1, Huatai Securities

Square, No. 228, Middle Jiangdong

Road, Nanjing; Conference Room 6,

Floor 18, Building A, China Pacific

Insurance Plaza, No. 28 Fengsheng

Alley, Xicheng District, Beijing;

Simulated Video Conference Room,

Shanghai Branch Office of Huatai

Securities, Floor 25, Poly Plaza, No.

18, Dongfang Road, Pudong New Area,

Shanghai; Simulated Video Beijing

Conference Room, Huatai Financial

Holdings (Hong Kong) Limited, 62/F,

The Center, 99 Queen’s Road Central,

Hong Kong.

1. To consider the Resolution on the First Quarterly Report

of the Company for 2025;

2. To consider the Resolution on Fulfilment of Conditions

for Release from Selling Restriction of the Third Lock-

up Period under the Restricted Share Incentive Scheme

of A Shares of the Company;

3. To consider the Resolution on Repurchase and

Cancellation of Part of the Restricted A Shares by the

Company;

4. To consider the Resolution on Addition to Agenda of

the 2024 Annual General Meeting of the Company and

Convening the 2025 First A Share Class Meeting and

the 2025 First H Share Class Meeting.

All resolutions

were considered

and approved.

The Seventeenth

Meeting of the

Sixth Session of the

Board

May 20, 2025 By means of teleconference. 1. To consider the Proposal on the Election of Executive

Directors of the Sixth Session of the Board of the

Company;

2. To consider the Resolution on Addition to Agenda of

the 2024 Annual General Meeting of the Company.

All resolutions

were considered

and approved.

The Eighteenth

Meeting of the

Sixth Session of the

Board

June 20, 2025 By means of teleconference. To consider the Resolution on the Adjustment to the

Composition Plan of Certain Special Committees of the

Sixth Session of the Board of the Company.

The resolution was

considered and

approved.

– 149 –

Meeting Convening date Meeting form and place Resolution Status

The Nineteenth

Meeting of the

Sixth Session of the

Board

August 29, 2025 By means of onsite & video meetings.

Address: Large Conference Room,

Floor 12, Building 1, Huatai Securities

Square, No. 228, Middle Jiangdong

Road, Nanjing; Conference Room 6,

Floor 18, Building A, China Pacific

Insurance Plaza, No. 28 Fengsheng

Alley, Xicheng District, Beijing;

Simulated Video Conference Room,

Shanghai Branch Office of Huatai

Securities, Floor 25, Poly Plaza, No.

18, Dongfang Road, Pudong New Area,

Shanghai; Simulated Video Beijing

Conference Room, Huatai Financial

Holdings (Hong Kong) Limited, 62/F,

The Center, 99 Queen’s Road Central,

Hong Kong.

1. To consider the Resolution on the 2025 Interim Report

of the Company;

2. To consider the Resolution on the Adjustment to the

Repurchase Price Applicable to the Restricted Share

Incentive Scheme of A Shares of the Company;

3. To consider the Resolution on the 2025 Semi-Annual

Report on Implementation of the Action Plan of

“Corporate Value and Return Enhancement” of the

Company;

4 To consider the Resolution on the Change of Accounting

Policies of the Company;

5. To consider the Proposal on the 2025 Interim Profit

Distribution of the Company;

6. To consider the Resolution on the Amendments to the

Articles of Association of Huatai Securities Co., Ltd.;

7. To consider the Resolution on the Amendments to

the Rules of Procedure for General Meeting of Huatai

Securities Co., Ltd.;

8. To consider the Resolution on the Amendments to the

Rules of Procedure of the Board Meetings of Huatai

Securities Co., Ltd.;

9. To consider the Resolution on the Matters in Relation to

the Dissolution of the Supervisory Committee;

10. To consider the Resolution on Convening the 2025 First

Extraordinary General Meeting, the 2025 Second A

Share Class Meeting and the 2025 Second H Share Class

Meeting of the Company;

11. To review the Report on Net Capital and Other Risk

Control Indicators of the Company for the First Half of

2025.

All resolutions

were considered

and approved.

– 150 –

Meeting Convening date Meeting form and place Resolution Status

The Twentieth Meeting

of the Sixth Session

of the Board

October 30, 2025 By means of onsite & video meetings.

Address: Large Conference Room,

Floor 12, Building 1, Huatai Securities

Square, No. 228, Middle Jiangdong

Road, Nanjing; Conference Room 6,

Floor 18, Building A, China Pacific

Insurance Plaza, No. 28 Fengsheng

Alley, Xicheng District, Beijing;

Simulated Video Conference Room,

Shanghai Branch Office of Huatai

Securities, Floor 25, Poly Plaza, No.

18, Dongfang Road, Pudong New Area,

Shanghai; Simulated Video Beijing

Conference Room, Huatai Financial

Holdings (Hong Kong) Limited, 62/F,

The Center, 99 Queen’s Road Central,

Hong Kong.

1. To consider the Resolution on the Third Quarterly

Report of the Company for 2025;

2. To consider the Resolution on Raising the Upper Limit

of Total Scale of the Margin Financing and Securities

Lending Business of the Company;

3. To consider the Resolution on the Amendments to the

Terms of Reference of Special Committees of the Board

of Huatai Securities Co., Ltd.;

4. To consider the Resolution on the Amendments to the

Basic System for Risk Management of the Board of

Huatai Securities Co., Ltd.;

5. To consider the Resolution on the Formulation of

the Risk Appetite and Tolerance Statement of Huatai

Securities Co., Ltd.;

6. To consider the Resolution on the Formulation of the

Consolidated Financial Statements Management System

of Huatai Securities Co., Ltd.

All resolutions

were considered

and approved.

The Twenty-first

Meeting of the

Sixth Session of the

Board

December 31,

2025

By means of teleconference. 1. To consider the Proposal on the Election of the

Members of the Seventh Session of the Board (Non-

independent Directors);

2. To consider the Proposal on the Election of the

Members of the Seventh Session of the Board

(Independent Directors);

3. To consider the Resolution on Proposing the General

Meeting to Grant General Mandate to the Board to Issue

Shares;

4. To consider the Resolution on the Appointment of

External Assessment Institution for the Effectiveness of

Compliance Management of the Company for 2025;

5. To consider the Resolution on Convening the 2026 First

Extraordinary General Meeting of the Company.

All resolutions

were considered

and approved.

Note: Details of relevant announcements on the resolutions of the Board can be found on the website of the Shanghai

Stock Exchange (https://www.sse.com.cn), the HKEXnews website of the Hong Kong Stock Exchange

(https://www.hkexnews.hk) and our Company’s website (https://www.htsc.com.cn) as well as China Securities

Journal, Shanghai Securities News, Securities Daily and Securities Times.

– 151 –

V. DIRECTORS AND SENIOR MANAGEMENT

(I) Changes in Shareholding Structure and Remuneration of Current and Resigned Directors

and Senior Management during the Reporting Period

Currency: RMB Unit: Ten thousand shares

Name Position Gender Age

Start of

the term of

office

Expiration

of the term

of office

Number

of shares

held at the

beginning

of the year

Number of

shares held

at the end

of the year

Changes in

shareholding

during the

year

Reason for

change

Total pre-tax

remuneration

received

from the

Company

during the

Reporting

Period (Ten

Thousand

Yuan)

Whether

received

remuneration

from any

party of the

Company

or not

Wang Huiqing Chairman Male 55 2026-01-23 2029-01-22 – – – – – No

Zhou Yi Executive Director Male 56 2007-12-06 2029-01-22 72.00 72.00 – – 144.00 No

Employee

representative

Director

2022-12-30 2026-01-23

Chief executive

officer, Chairman

of the Executive

Committee

2019-10-29 2029-01-22

Ding Feng Non-executive

Director

Male 57 2018-10-22 2029-01-22 – – – – – Yes

Yu Lanying Non-executive

Director

Female 54 2026-01-23 2029-01-22 – – – – – Yes

Ke Xiang Non-executive

Director

Male 51 2021-02-08 2029-01-22 – – – – – Yes

Jin Yongfu Non-executive

Director

Male 57 2025-06-20 2029-01-22 – – – – – Yes

Chen Jianwei Non-executive

Director

Male 49 2026-01-23 2029-01-22 – – – – – Yes

Wang Ying Executive Director Female 46 2025-06-20 2029-01-22 – – – – 82.29 No

Employee

representative

Director

2026-01-23 2029-01-22

Wang Jianwen Independent non-

executive Director

Male 51 2020-06-18 2029-01-22 – – – – 24.00 No

– 152 –

Name Position Gender Age

Start of

the term of

office

Expiration

of the term

of office

Number

of shares

held at the

beginning

of the year

Number of

shares held

at the end

of the year

Changes in

shareholding

during the

year

Reason for

change

Total pre-tax

remuneration

received

from the

Company

during the

Reporting

Period (Ten

Thousand

Yuan)

Whether

received

remuneration

from any

party of the

Company

or not

Wang Quansheng Independent non-

executive Director

Male 57 2022-06-22 2029-01-22 – – – – 24.00 No

Peng Bing Independent non-

executive Director

Male 53 2022-12-30 2029-01-22 – – – – 24.00 No

Wang Bing Independent non-

executive Director

Male 47 2022-12-30 2029-01-22 – – – – 24.00 No

Lo Kin Wing Terry Independent non-

executive Director

Male 66 2024-06-20 2029-01-22 – – – – 24.00 No

Han Zhencong Member of the

Executive

Committee, chief

information officer

Male 58 2022-04-08 2029-01-22 60.00 60.00 – – 115.20 No

Jiang Jian Member of the

Executive

Committee

Male 59 2019-12-16 2029-01-22 60.00 60.00 – – 115.20 No

Zhang Hui Member of the

Executive

Committee

Male 50 2019-12-16 2029-01-22 60.00 60.00 – – 115.20 No

Secretary to the Board 2017-04-26 2029-01-22

Chen Tianxiang Member of the

Executive

Committee

Male 47 2020-02-18 2029-01-22 60.00 60.00 – – 105.60 No

Jiao Xiaoning Member of the

Executive

Committee

Female 55 2026-01-23 2029-01-22 50.00 50.00 – – 145.20 No

Chief financial officer 2020-03-05 2029-01-22

Wang Yujie Member of the

Executive

Committee

Male 41 2026-01-30 2029-01-22 8.00 8.00 – – – No

Jiao Kai General legal counsel Male 51 2019-12-16 2029-01-22 50.00 50.00 – – 145.20 No

Chief compliance

officer

2020-02-17 2029-01-22

– 153 –

Name Position Gender Age

Start of

the term of

office

Expiration

of the term

of office

Number

of shares

held at the

beginning

of the year

Number of

shares held

at the end

of the year

Changes in

shareholding

during the

year

Reason for

change

Total pre-tax

remuneration

received

from the

Company

during the

Reporting

Period (Ten

Thousand

Yuan)

Whether

received

remuneration

from any

party of the

Company

or not

Wang Chong Chief risk officer Male 53 2017-03-16 2029-01-22 50.00 50.00 – – 204.00 No

Sun Yan Director of human

resources

Female 54 2022-12-30 2029-01-22 8.00 8.00 – – 115.20 No

Zhang Wei Chairman (resigned) Male 61 2019-12-16 2026-01-23 – – – – 81.37 No

Chen Zhongyang Non-executive

Director (resigned)

Male 58 2022-06-22 2026-01-23 – – – – – No

Liu Changchun Non-executive

Director (resigned)

Male 51 2023-11-24 2025-06-20 – – – – – No

Zhang Jinxin Non-executive

Director (resigned)

Male 54 2022-12-30 2026-01-23 – – – – – No

Yin Lihong Executive Director

(resigned)

Female 55 2022-06-22 2025-03-14 – – – – 12.18 No

Sun Hanlin Member of the

Executive

Committee

(resigned)

Male 60 2019-12-16 2026-01-23 60.00 60.00 – – 115.20 No

Total / / / / / 538.00 538.00 – / 1,615.84 /

– 154 –

Notes:

1. On March 14, 2025, Ms. Yin Lihong resigned from her positions as an executive Director of the sixth session

of the Board of the Company and as a member of the Nomination Committee of the Board due to work

adjustment.

2. On June 20, 2025, Mr. Liu Changchun resigned from his positions as a non-executive Director of the sixth

session of the Board of the Company and as a member of the Development Strategy Committee of the Board

due to work adjustment. On the same day, Mr. Jin Yongfu was elected as a non-executive Director of the

sixth session of the Board of the Company at the Company’s 2024 Annual General Meeting, and Ms. Wang

Ying was elected as an executive Director of the sixth session of the Board of the Company.

3. On January 23, 2026, 12 individuals, namely Mr. Wang Huiqing, Mr. Zhou Yi, Mr. Ding Feng, Ms. Yu

Lanying, Mr. Ke Xiang, Mr. Jin Yongfu, Mr. Chen Jianwei, Mr. Wang Jianwen, Mr. Wang Quansheng,

Mr. Peng Bing, Mr. Wang Bing and Mr. Lo Kin Wing Terry, together with Ms. Wang Ying, the employee

representative Director elected by the congress of workers and staff of the Company, 13 in total, were elected

as the members of the seventh session of the Board of the Company at the 2026 first extraordinary general

meeting of the Company. Their term of office shall be three years from the date of consideration and approval

by the general meeting. Mr. Zhang Wei, Mr. Chen Zhongyang and Mr. Zhang Jinxin, members of the sixth

session of the Board of the Company, ceased to serve as the Directors of the Company upon expiration of

their term of office.

4. On January 23, 2026, Mr. Wang Huiqing was elected as the chairman of the seventh session of the Board of

the Company at the first meeting of the seventh session of the Board of the Company with a term of office of

three years from the date of consideration and approval by the Board meeting; Mr. Zhou Yi was appointed as

the chief executive officer and chairman of the Executive Committee of the Company; Mr. Han Zhencong, Mr.

Jiang Jian, Mr. Zhang Hui, Mr. Chen Tianxiang, Ms. Jiao Xiaoning and Mr. Wang Yujie were appointed as the

members of the Executive Committee of the Company, and Mr. Wang Yujie shall officially take office after

passing the qualification assessment for senior management of securities companies; Mr. Han Zhencong was

appointed as the chief information officer of the Company (concurrently); Ms. Jiao Xiaoning was appointed as

the chief financial officer of the Company (concurrently); Mr. Jiao Kai was appointed as the chief compliance

officer and general legal counsel of the Company; Mr. Wang Chong was appointed as the chief risk officer

of the Company; Ms. Sun Yan was appointed as the director of human resources of the Company; and Mr.

Zhang Hui was appointed as the secretary of the Board of the Company (concurrently). The term of office of

the above-mentioned senior management personnel shall be three years from the date of consideration and

approval by the Board meeting. On January 30, 2026, Mr. Wang Yujie passed the qualification assessment for

senior management of securities companies and officially took office as a member of the Executive Committee

of the Company.

5. The remuneration accrued and distributed for 2025; it was implemented in accordance with relevant policies

of competent authorities and the Company’s relevant remuneration assessment system. The final remuneration

is still in the process of confirmation, and the rest will be disclosed separately after confirmation.

6. The remuneration of the Directors that are the persons in charge of provincial financial enterprises shall be

implemented in accordance with the Interim Measures for the Administration of Remuneration of Persons in

Charge of Provincial Financial Enterprises in Jiangsu Province (《江蘇省省管金融企業負責人薪酬管理暫

行辦法》).

– 155 –

Name Primary work experience

Wang Huiqing Doctor of law and finance, and a certified public accountant and

company lawyer. He previously served as the general manager of

Jiangsu International Trust Corporation Ltd. (江蘇省國際信託有限

責任公司), the chairman of Lian Life Insurance Co., Ltd. (利安人壽

保險股份有限公司), a deputy general manager and a member of the

Party Committee of Jiangsu Guoxin Investment Group Limited (江

蘇省國信集團有限公司), and the secretary of the Party Committee

and the chairman of Govtor Capital Group Co., Ltd. (江蘇高科技投

資集團有限公司). He has been the secretary of the Party Committee

of the Company since November 2025 and has been the chairman of

the Board of the Company since January 2026, with a term of office

in current session of the Board from January 2026 to January 2029.

Zhou Yi Bachelor of computer communications. He joined the Company in

August 2006, and previously served as the deputy secretary of the Party

Committee, the President and a member of the Party Committee of the

Company, etc. He has been a Director of the Company since December

2007, and has been the chief executive officer and chairman of the

Executive Committee of the Company since October 2019, with a term

of office in current session of the Board and the senior management

from January 2026 to January 2029.

– 156 –

Ding Feng Master of business administration and senior accountant. He previously

worked at China Songhai Industrial Corporation (中國嵩海實業總

公司) and China North Industries Corporation Xiamen Branch (中

國北方工業廈門公司). He served as the deputy section chief of the

finance department of Jiangsu International Trust and Investment

Company (江蘇省國際信託投資公司) from October 1995 to August

2002; the project manager of the finance department of Jiangsu Guoxin

Asset Management Group Limited (江蘇省國信資產管理集團有限

公司) from August 2002 to September 2004; the head of the finance

department (manager assistant) and deputy general manager of Jiangsu

International Trust Corporation Limited (江蘇省國際信託有限責任公

司) from September 2004 to December 2009; the deputy general manager

of the finance department of Jiangsu Guoxin Asset Management Group

Limited (江蘇省國信資產管理集團有限公司) from December 2009 to

December 2010; the (executive) vice president, president and deputy

secretary of the Party Committee of Jiangsu Guoxin Group Finance

Co., Ltd. (江蘇省國信集團財務有限公司) from December 2010 to

March 2018; the general manager of finance department of Jiangsu

Guoxin Investment Group Limited (江蘇省國信集團有限公司) from

March 2018 to December 2024; and the deputy secretary of the Party

Committee and director of Jiangsu International Trust Corporation

Limited from December 2024 to March 2025. He has been the deputy

secretary of the Party Committee, a director and the general manager

of Jiangsu International Trust Corporation Limited since March 2025.

He has been a Director of the Company since October 2018, with a

term of office in current session of the Board from January 2026 to

January 2029.

– 157 –

Yu Lanying Master of industrial economics, and a principal senior accountant and

certified public accountant. She previously worked at Nanjing Runtai

Industrial Trading Company (南京潤泰實業貿易公司), Jiangsu United

Trust and Investment Company (江蘇聯合信託投資公司), Jiangsu

Communications Industry Group Co., Ltd. (江蘇交通產業集團有

限公司) and Jiangsu Communications Holding Co., Ltd. (江蘇交通

控股有限公司). She successively served as the deputy manager (in

charge of work), manager of the finance and accounting division,

deputy chief financial officer (departmental level), chief financial

officer, member of the Party Committee and deputy general manager

of Jiangsu Expressway Company Limited (江蘇寧滬高速公路股份有

限公司) from June 2008 to March 2018; and the head of the audit and

risk control department, director of audit center, head of the financial

management department and assistant to the general manager of Jiangsu

Communications Holding Co., Ltd. (江蘇交通控股有限公司) from

March 2018 to August 2023. She has served as the chief accountant and

member of the Party Committee of Jiangsu Communications Holding

Co., Ltd. since August 2023. She served as the Supervisor of the

Company from October 2018 to October 2025, and has served as a

Director of the Company since January 2026, with a term of office

in current session of the Board from January 2026 to January 2029.

Ke Xiang Doctor of corporate management and senior engineer. From August

1996 to October 2002, he successively served as a staff member of the

infrastructure investment division, staff member and deputy senior staff

member of the agriculture division of Jiangsu Provincial Department

of Finance. From October 2002 to August 2020, he worked at Jiangsu

Communications Holding Co., Ltd. and successively served as the

assistant to the director of the office, deputy director of the office,

deputy director of the operation and safety department, deputy director

of the Toll Management Center of Expressway Network of Jiangsu

Province, director of the Information Center and deputy director of

the office, director of the development strategy and policy regulation

research office, deputy director of the investment and development

department, director of the strategic research office, deputy director of

the corporate management and legal affairs department, and director of

the strategic planning department. Since August 2020, he has been the

deputy general manager and member of the Party Committee of Govtor

Capital Group Co., Ltd. (江蘇高科技投資集團有限公司). He has been

a Director of the Company since February 2021, with a term of office

in current session of the Board from January 2026 to January 2029.

– 158 –

Jin Yongfu Bachelor of economics, and an accountant and political engineer. From

August 1992 to May 2005, he successively served as an accountant, an

assistant to manager and a deputy manager of the finance department at

Jiangsu Textiles Import & Export Corporation (江蘇省紡織品進出口公

司). From June 2005 to February 2007, he served as the general manager

of Jiangsu Textiles Import & Export Group Jietai Co., Ltd. (江蘇省

紡織品進出口集團捷泰有限公司). From March 2007 to December

2013, he successively served as the director of the general manager’s

office and an assistant to the general manager and the manager of the

investment development department at Jiangsu Kaiyuan Co., Ltd. (江

蘇開元股份有限公司). From December 2013 to April 2014, he served

as the assistant to the general manager and manager of the investment

development department of Jiangsu High Hope Co., Ltd. (江蘇匯

鴻股份有限公司), and the general manager of Jiangsu High Hope

Huisheng Investment Management Co., Ltd. (江蘇匯鴻匯升投資管理

有限公司). From May 2014 to August 2023, he successively served

as the deputy director of the office, the director of the information

center, the director of the office, the general manager of the investment

management department, vice president and a member of the Party

Committee of Jiangsu High Hope International Group Corporation (

江蘇匯鴻國際集團股份有限公司). Since August 2023, he has served

as the vice president and a member of the Party Committee of Jiangsu

Soho Holdings Group Company Limited (江蘇省蘇豪控股集團有限

公司). He has been a Director of the Company since June 2025, with

a term of office in current session of the Board from January 2026 to

January 2029.

– 159 –

Chen Jianwei Master of public administration, and holds the title of senior auditor.

From July 1999 to March 2004, he successively served as a probationer,

a staff member and a deputy principal staff member in the fixed assets

investment audit division of the National Audit Office’s Beijing-Tianjin-

Hebei Resident Office. From March 2004 to June 2011, he successively

served as a deputy principal staff member and a principal staff member

in the administrative institutions audit division and economic and trade

audit division of the National Audit Office’s Nanjing Resident Office.

From June 2011 to June 2015, he served as a deputy director of the

administrative institutions audit division and agricultural audit division

of the National Audit Office’s Nanjing Resident Office. From July

2015 to May 2017, he served as a deputy general manager of Jiangsu

Yourun Technology and Culture Group Co., Ltd. (江蘇有潤科技文化

集團有限公司). From May 2017 to February 2023, he successively

served as the general manager of the asset operation department and

the general manager of the investment development department at

Nanjing Jinling Hotel Group Co., Ltd. (南京金陵飯店集團有限公

司). From February 2023 to April 2024, he served as the secretary

of the Party Committee and the chairman of Jiangsu Tianquan Lake

Development and Construction Co., Ltd. (江蘇天泉湖開發建設有

限公司), and the secretary of the Party Branch and the chairman of

Jiangsu Tianquan Lake Industrial Co., Ltd. (江蘇天泉湖實業股份有

限公司). From April 2024 to June 2024, he served as the chairman of

Jiangsu Jincai Investment Co., Ltd. (江蘇金財投資有限公司). From

June 2024 to October 2025, he served as the secretary of the General

Party Branch and the chairman of Jiangsu Jincai Investment Co., Ltd.

Since October 2025, he has served as the general manager of the

investment development department of Jiangsu Guojin Investment

Group Co., Ltd. (江蘇省國金投資集團有限公司), and the secretary of

the General Party Branch and the chairman of Jiangsu Jincai Investment

Co., Ltd. He has been a Director of the Company since January 2026,

with a term of office in current session of the Board from January

2026 to January 2029.

Wang Ying Master of public administration. She joined the Company in January

2016, and served as the head of the Communist Party union working

department of the Company from April 2016 to May 2025, and an

employee representative Supervisor of the Company from December

2019 to May 2025. She has served as the chairman of labor union of

the Company since December 2021, and the deputy secretary of the

Party Committee of the Company since April 2025. She has been a

Director of the Company since June 2025 with a term of office in

current session of the Board from January 2026 to January 2029.

– 160 –

Wang Jianwen Doctor of civil and commercial law. From August 1998 to May 2006,

he taught at Nanjing Tech Law School. From May 2006 to May 2016,

he served as an associate professor, professor, doctoral supervisor and

deputy dean of Hohai University School of Law. From May 2016 to

April 2021, he served as a professor, doctoral supervisor and dean at

the College of Humanities and Social Sciences of Nanjing University

of Aeronautics and Astronautics. He has served as a professor and

doctoral supervisor at the Law School of Nanjing University since

May 2021. He has been an independent non-executive Director of the

Company since June 2020, with a term of office in current session of

the Board from January 2026 to January 2029.

Wang Quansheng Doctor of business management. He served as a teaching assistant

and lecturer in the Information Center, an associate professor, deputy

dean, professor and the dean of the department of E-commerce, and a

professor and the dean of the Department of Marketing and E-commerce

of the Business School of Nanjing University from September 1993

to September 2016; and a professor and the deputy dean of the

Management School of Nanjing University from September 2016 to

November 2020. He has been a professor and the deputy dean of the

Business School of Nanjing University since November 2020. He has

been an independent non-executive Director of the Company since

June 2022, with a term of office in current session of the Board from

January 2026 to January 2029.

Peng Bing Doctor of international law. From April 2000 to July 2005, he served

as a lecturer at the Law School of Peking University; from July 2005 to

July 2017, he served as associate professor at the Law School of Peking

University; from July 2017 to present, he has served as a professor

at the Law School of Peking University. He has been an independent

non-executive Director of the Company since December 2022, with

a term of office in current session of the Board from January 2026 to

January 2029.

Wang Bing Doctor of accounting. From July 2007 to December 2022, he served as

a lecturer, associate professor and the deputy dean of the Department

of Accounting of Nanjing University Business School; from December

2022 to present, he has served as a professor and the deputy dean of

the Department of Accounting of Nanjing University Business School.

He has been an independent non-executive Director of the Company

since December 2022, with a term of office in current session of the

Board from January 2026 to January 2029.

– 161 –

Lo Kin Wing Terry Bachelor of sociology. He worked at American International Assurance

Company Limited and East Asia Aetna Insurance Company Limited.

From August 1994 to December 2007, he successively served as the

financial controller and chief executive officer of HSBC Life Insurance

Company Limited (Hong Kong); from December 1995 to February

2006, he served as the chief executive officer of Hang Seng Life

Limited; from December 2007 to November 2012, he successively

served as the person in charge and chief executive officer of HSBC Life

Insurance Company Limited (China); from July 2013 to March 2020,

he successively served as the vice president, chief executive officer

and consultant of BOC Group Life Assurance Company Limited (Hong

Kong). He has served as a non-executive director of the Insurance

Authority since December 2021. He has been an independent non-

executive Director of the Company since June 2024, with a term of

office in current session of the Board from January 2026 to January

2029.

Han Zhencong Doctor of management science and engineering, and is a senior

economist. He served as a member of the Leading Party Members’

Group and deputy general manager of China Telecom Jiangsu Company

Limited (中國電信江蘇公司); the secretary of the Leading Party

Members’ Group and general manager of China Telecom Heilongjiang

Company Limited; the general manager of the government and enterprise

customer business division of China Telecom, and the secretary of the

Party Committee and general manager of China Telecom Zhejiang

Company Limited, etc. He joined the Company in December 2019

and has been a member of the Executive Committee and the chief

information officer of the Company since April 2022, with a term of

office in current session of the senior management from January 2026

to January 2029.

Jiang Jian Master of agricultural economics and management. He joined the

Company in December 1994, and once served as the deputy general

manager of the investment banking head office, general manager of

the asset management head office, general manager of the investment

banking business Nanjing head office, director of investment banking

business and general manager of Nanjing head office, secretary to the

Board of Directors, vice president and a member of the Party Committee

of the Company, etc. He has been a member of Executive Committee

of the Company since December 2019, with a term of office in current

session of the senior management from January 2026 to January 2029.

– 162 –

Zhang Hui Doctor of technology economics and management. He joined the

Company in February 2003, and once served as a senior manager

of the asset management head office, deputy general manager of the

Securities Branch in Nantong Yaogang Road, the general manager of

the Securities Branch in Shanghai Ruijin First Road, deputy general

manager of the securities investment department, the general manager

of the general affairs department, the general manager of the human

resources department and head of the organization department of the

Party Committee of the Company. He has been the secretary to the

Board of the Company since April 2017, a member of the Executive

Committee of the Company since December 2019 and a member of

the Party Committee of the Company since July 2022, with a term of

office in current session of the senior management from January 2026

to January 2029.

Chen Tianxiang Master of control science and engineering. He joined the Company in

September 2007, and once served as the deputy general manager of

the head office of brokerage business, deputy general manager of the

internet finance department (in charge of work), and general manager

of the internet finance department of the Company, etc. He has been a

member of the Executive Committee of the Company since February

2020, with a term of office in current session of the senior management

from January 2026 to January 2029.

Jiao Xiaoning Master of accounting and an accountant. She once worked at Industrial

and Commercial Bank of China Beijing Branch as well as the accounting

department of Ministry of Finance (財政部會計司). She once served

as a deputy inspector and deputy director of the accounting department

of the CSRC, etc. She joined the Company in January 2020. She has

been the chief financial officer of the Company since March 2020, and

a member of the Executive Committee of the Company since January

2026, with a term of office in current session of the senior management

from January 2026 to January 2029.

– 163 –

Wang Yujie Master of international business and banking management. He joined

the Company in July 2013, and once served as the general manager of

the Securities Branch in Fanggong Road, Jiaxing, the general manager

of the Securities Branch in Jiefang East Road, Hangzhou, and the

general manager of Taizhou Branch of the Company, etc. He has served

as the general manager of Beijing Branch of the Company since January

2022. He served as the assistant to the chairman of the Executive

Committee of the Company from February 2024 to January 2026. He

has been a member of the Executive Committee of the Company since

January 2026, with a term of office in current session of the senior

management from January 2026 to January 2029.

Jiao Kai Doctor of finance. He was once the director of the council office and

deputy director of executive office, director of CPC Committee Office,

director of the supervisory board office, director of Beijing center and

general manager of membership department of the Shanghai Stock

Exchange, etc. He joined the Company in December 2019 serving

as the general legal counsel of the Company, and has been the chief

compliance officer and general legal counsel of the Company since

February 2020, with a term of office in current session of the senior

management from January 2026 to January 2029.

Wang Chong Master of computer and finance. He once worked at the treasury

department/global financial marketing department of Bank of China,

the London Branch of Bank of China, JP Morgan (UK) and China

International Capital Corporation (UK) Limited (中國國際金融有限

公司(英國)). He joined the Company in December 2014, and once

served as the general manager of the risk management department of

the Company. He has been the chief risk officer of the Company since

March 2017, with a term of office in current session of the senior

management from January 2026 to January 2029.

– 164 –

Sun Yan Bachelor of statistics. She joined the Company in August 1994, and

once served as the compensation and benefits manager of the human

resources department, the assistant to the general manager of the

human resources department and the deputy general manager of the

human resources department of the Company, etc. She has been the

general manager of the human resources department and head of the

organization department of the Party Committee of the Company since

March 2019; and the director of human resources of the Company

since December 2022. She has been a member of the Party Committee

of the Company since October 2023, with a term of office in current

session of the senior management from January 2026 to January 2029.

– 165 –

(II) Employment of Directors and Senior Management at Present and Those Retired during

the Reporting Period

1. Employment at the Shareholders’ companies

Name of employee

Name of the

Shareholder’s

companies Position

Commencement of

the term of office

Expiration of the

term of office

Yu Lanying Jiangsu Communications

Holding Co., Ltd.

Chief accountant, member of

the Party Committee

August 28, 2023 –

Ke Xiang Govtor Capital Group

Co., Ltd.

Deputy general manager,

member of the Party

Committee

August 14, 2020 –

General legal counsel November 11, 2020 September 22, 2025

Jin Yongfu Jiangsu SOHO Holdings

Group Co., Ltd.

Vice president, member of the

Party Committee

August 28, 2023 –

Chen Jianwei Jiangsu Jincai Investment

Co., Ltd.

Party branch secretary,

chairman

June 24, 2024 –

Explanation of the

employment at

the Shareholders’

Companies

Nil

– 166 –

2. Employment at other companies

Name of employee Name of other companies Position

Commencement of

the term of office

Expiration of the

term of office

Wang Huiqing Govtor Capital Group Co., Ltd.

(江蘇高科技投資集團有限公司)

Secretary of the party

committee and

chairman

March 21, 2022 November 26, 2025

Jiangsu Purple Gold Cultural Industry

Investment Fund Phase II

(江蘇紫金文化產業二期投資基金)

Vice chairman May 25, 2022 –

Jiangsu Purple Gold Cultural

Industry Development Fund

(Limited Partnership)

(江蘇紫金文化產業發展基金

(有限合夥))

Deputy chairman

and designated

representative of the

managing partner

June 28, 2022 –

Jiangsu Addor Equity Investment

Fund Management Co., Ltd.

(江蘇毅達股權投資基金管理有限

公司)

Director April 25, 2023 –

Jiangsu Strategic and Emerging

Industries Parent Fund Co., Ltd.

(江蘇省戰略性新興產業母基金

有限公司)

Chairman and legal

representative

September 19, 2023 –

Jiangsu Gaotou Zhanxin Private Equity

Fund Management Co., Ltd. (江蘇高

投戰新私募基金管理有限公司)

Chairman and legal

representative

December 2, 2023 –

Zhou Yi Huatai Financial Holdings (Hong Kong)

Limited (華泰金融控股(香港)

有限公司)

Director November 28, 2006 –

CSOP Asset Management Limited

(南方東英資產管理有限公司)

Chairman November 7, 2017 –

China Southern Asset Management

Co., Ltd. (南方基金管理股份

有限公司)

Chairman May 27, 2022 –

Huatai Securities (Singapore)

Pte. Limited

Director September 20, 2022 –

Huatai Securities Japan Preparation

Co., Ltd. (Huatai Securities Japan

Preparation Co., Ltd.

(華泰證券日本準備株式會社)

Director February 25, 2026

– 167 –

Name of employee Name of other companies Position

Commencement of

the term of office

Expiration of the

term of office

Ding Feng Jiangsu Guoxin Credit Financing

Guarantee Co., Ltd. (江蘇省國信信用

融資擔保有限公司)

Director August 12, 2019 September 17, 2025

Zking Property & Casualty Insurance

Co., Ltd. (紫金財產保險股份

有限公司)

Director February 20, 2021 –

Lian Life Co., Ltd.

(利安人壽股份有限公司)

Director February 8, 2023 –

Jiangsu International Trust Corporation

Limited (江蘇省國際信託有限

責任公司)

Deputy secretary of

the party committee,

director

December 19, 2024 –

General manager March 18, 2025 –

Yu Lanying Jiangsu Salt Industry Group Co., Ltd.

(江蘇省鹽業集團有限責任公司)

Chairman of the

supervisory

committee

December 3, 2018 June 12, 2025

Jiangsu Jinsuzheng Investment and

Development Co., Ltd.

(江蘇金蘇證投資發展有限公司)

Director December 3, 2018 –

Jiangsu Financial Leasing Co., Ltd.

(江蘇金融租賃股份有限公司)

Director February 7, 2024 –

Bank of Jiangsu Co., Ltd.

(江蘇銀行股份有限公司)

Director May 17, 2024 –

Jiangsu Railway Group Co., Ltd.

(江蘇省鐵路集團有限公司)

Chairman of the

supervisory

committee

June 21, 2024 July 10, 2025

Jiangsu Railway Group Co., Ltd.

(江蘇省鐵路集團有限公司)

Director July 10, 2025 –

Ke Xiang Jiangsu Addor Huijing Asset

Management Co., Ltd. (江蘇毅達匯

景資產管理有限公司)

Director November 4, 2020 September 24, 2025

Jiangsu Govtor Asset Management Co.,

Ltd. (江蘇高投資產管理有限公司)

Director, general

manager

December 8, 2020 –

Jiangsu Fenghai New Energy Seawater

Desalination Development Co., Ltd.

(江蘇豐海新能源淡化海水發展

有限公司)

Director December 18, 2020 –

– 168 –

Name of employee Name of other companies Position

Commencement of

the term of office

Expiration of the

term of office

Jin Yongfu Jiangsu International Trust Corporation

Limited (江蘇省國際信託有限責任

公司)

Director July 29, 2025 –

Chen Jianwei National Green Development Fund

Co., Ltd. (國家綠色發展基金股份

有限公司)

Director May 10, 2024 –

Jiangsu Investment Fund Industry

Association (江蘇省投資基金業協會)

Vice president May 10, 2024 –

Advanced Manufacturing Industry

Investment Fund (Limited

Partnership) (先進製造產業投資基金

(有限合夥))

Representative of

partner

May 10, 2024 –

Director August 29, 2024 –

Advanced Manufacturing Industry

Investment Fund Phase II (Limited

Partnership) (先進製造產業投資基金

二期(有限合夥))

Director May 10, 2024 –

Jiangsu Government Investment Fund

(Limited Partnership) (江蘇省政府投

資基金(有限合夥))

Appointed

representative of the

executive partner

May 10, 2024 –

Jiangsu Jiequan Service Trade

Industry Investment Fund (Limited

Partnership) (江蘇疌泉服務貿易產業

投資基金(有限合夥))

Appointed

representative of the

executive partner

May 10, 2024 –

Jiangsu Equity Exchange Co., Ltd.

(江蘇股權交易中心有限責任公司)

Chairman February 5, 2026 –

Wang Jianwen Changshu Feifan Metalwork Co., Ltd.

(常熟非凡新材股份有限公司)

Independent director April 15, 2021 –

Law School of Nanjing University Professor May 1, 2021 –

Tongfu Microelectronics Co., Ltd.

(通富微電子股份有限公司)

Independent director December 16, 2021 –

Nanjing Xinjiekou Department Store

Co., Ltd. (南京新街口百貨商店股份

有限公司)

Independent director January 17, 2023 –

Trinapower Co., Ltd. (天合富家能源股

份有限公司)

Independent director April 23, 2023 July 14, 2025

– 169 –

Name of employee Name of other companies Position

Commencement of

the term of office

Expiration of the

term of office

Wang Quansheng Business School of Nanjing University Professor December 31, 2010 –

Deputy dean November 30, 2020 –

Nanjing Iron & Steel Co., Ltd.

(南京鋼鐵股份有限公司)

Independent director June 30, 2022 –

Peng Bing Law School of Peking University Professor April 1, 2000 –

Bank of Tianjin Co., Ltd. Independent director January 27, 2025 –

Wang Bing Kuangda Technology Group Co. Ltd.

(曠達科技集團股份有限公司)

Independent director May 12, 2020 January 7, 2026

Jiangsu Jiuwu High-Tech Co., Ltd.

(江蘇久吾高科技股份有限公司)

Independent director June 20, 2022 –

Department of Accounting of the

Business School of Nanjing

University

Professor December 31, 2022 –

Lo Kin Wing Terry Insurance Authority (Hong Kong) Non-executive director December 28, 2021 –

CITIC-Prudential Life Insurance

Company Limited (中信保誠人壽保

險有限公司)

Independent director February 2, 2026 –

Han Zhencong Huatai International Financial Holdings

Company Limited (華泰國際金融控

股有限公司)

Director October 2, 2024 –

Huatai Financial Holdings (Hong Kong)

Limited (華泰金融控股(香港)有限

公司)

Chief Information

Officer

November 7, 2025 –

Jiang Jian Bank of Jiangsu Co., Ltd.

(江蘇銀行股份有限公司)

Director May 16, 2012 –

Zhang Hui China Southern Asset Management Co.,

Ltd. (南方基金管理股份有限公司)

Director October 18, 2016 –

Chen Tianxiang Huatai Securities (Shanghai) Asset

Management Co., Ltd. (華泰證券

(上海)資產管理有限公司)

Director March 30, 2018 –

Jiao Xiaoning Huatai Securities (Shanghai) Asset

Management Co., Ltd. (華泰證券

(上海)資產管理有限公司)

Director August 10, 2020 –

Huatai International Financial Holdings

Company Limited (華泰國際金融控

股有限公司)

Director October 2, 2024 –

Huatai Securities Japan Preparation Co.,

Ltd. (華泰證券日本準備株式會社)

Supervisor February 25, 2026 –

– 170 –

Name of employee Name of other companies Position

Commencement of

the term of office

Expiration of the

term of office

Wang Yujie Huatai Securities (Shanghai) Asset

Management Co., Ltd. (華泰證券

(上海)資產管理有限公司)

Director March 13, 2025 –

Wang Chong Huatai International Financial Holdings

Company Limited (華泰國際金融控

股有限公司)

Director February 28, 2018 –

Huatai Financial Holdings (Hong Kong)

Limited (華泰金融控股(香港)有限

公司)

Chief risk officer July 30, 2018 –

Huatai Securities USA Holdings, Inc. Director September 28, 2018 –

Huatai Securities (USA), Inc. Director September 28, 2018 –

Liu Changchun Jiangsu Port Group Co., Ltd.

(江蘇省港口集團有限公司)

Deputy secretary of the

party committee

September 27, 2024 –

Director December 3, 2024 –

Zhang Jinxin Shanxi Jinbo Bio-Pharmaceutical Co.,

Ltd. (山西錦波生物醫藥股份有限

公司)

Independent director March 12, 2020 September 9, 2025

Gkht (Beijing) Medical Technology Co.,

Ltd. (國科恒泰(北京)醫療科技股份

有限公司)

Independent director December 12, 2022 July 24, 2025

Chengtong Fund Management Company

Limited (誠通基金管理有限公司)

General manager of

the research and

planning department

June 5, 2023 July 1, 2025

Beijing Chengyang Investment Co., Ltd.

(北京誠暘投資有限公司)

Chief Economist July 2, 2025 –

Explanation of

other jobs

Nil

– 171 –

(III) Remuneration of the Directors and Senior Management

Currency: RMB

Decision-making procedures for the

remuneration of directors and senior

management

The Remuneration and Appraisal Committee

of the Board is responsible for advising

the Board on the remuneration structure

and policies of the Directors and senior

management of the Company. Matters

relating to the remuneration of Directors

shall be determined at the general meeting;

and matters relating to the remuneration

of and reward and punishment of senior

management shall be determined by the

Board in accordance with relevant policies.

Whether the Director abstains from

discussion on his/her remuneration at the

Board meeting

Yes

Recommendation on salaries of the

Director and senior management from the

Remuneration and Appraisal Committee

or the special meeting of the independent

Directors

On March 27, 2026, the Remuneration

and Appraisal Committee of the seventh

session of the Board of the Company

considered and approved the Report on

Performance Assessment and Remuneration

of the Directors of the Company for 2025

and the Report on Performance of Duties,

Performance Assessment and Remuneration

of the Senior Management of the Company

for 2025 at its 2026 first meeting, and

agreed to submit these two resolutions to the

Board of the Company for consideration.

– 172 –

The basis for determining the remuneration

of the Directors and senior management

The external Directors do not receive

remuneration from the Company; standard

of remuneration of the independent

Directors is determined with reference to

that of the listed peers and based on actual

situation of the Company; and remuneration

of internal Directors is determined in

accordance with the relevant policies of

regulatory authorities and the remuneration

assessment system of the Company.

Remuneration of the senior management

applies to the relevant policies of regulatory

authorities and the remuneration assessment

system of the Company, and is determined

in accordance with the job responsibilities

and the result of annual performance, which

is linked to position and performance.

Actual payments of remuneration of the

Directors and senior management

Please refer to “Changes in shareholding

structure and remuneration of current and

resigned Directors and senior management

during the Reporting Period” in this report

for details.

Total remuneration actually received by all

Directors and senior management at the

end of the Reporting Period

Please refer to “Changes in shareholding

structure and remuneration of current and

resigned Directors and senior management

during the Reporting Period” in this report

for details.

– 173 –

Basis for assessment and implementation

status of actual remuneration received by

all Directors and senior management at

the end of the Reporting Period

In accordance with the regulations

such as the Management Measures for

the Assessment and Remuneration of

Professional Managers of Huatai Securities

Co., Ltd. and the Management Measures for

the Assessment and Remuneration of Senior

Management of Huatai Securities Co., Ltd.

considered and approved by the Board,

the Company duly organized and carried

out relevant work of senior management

assessment. The Remuneration and

Appraisal Committee under the Board has

considered and determined the 2025 annual

assessment targets for the Company’s senior

management and conducted the assessment.

Based on the overall performance of the

Company in 2025 and the performance

of each senior management member, the

overall performance of the Company’s

senior management in 2025 was good and

met the requirements of the Board. The

Directors of the Company strictly abide by

the relevant provisions of national laws and

regulations and the Articles of Association,

conscientiously, prudently and diligently

perform their job responsibilities, and

properly conducted the work of the Board

and operation management of the Company.

In 2025, the development trend and industry

position of the Company remained generally

stable.

Deferred payment arrangements for the

actual remuneration of all directors and

senior management at the end of the

reporting period

For Directors and senior management who

receive remuneration from the Company,

more than 40% of their performance-based

remuneration shall be deferred, and the

deferred amount shall be distributed equally

over three years.

Clawback Status for actual remuneration

received by all Directors and senior

management at the end of the Reporting

Period

Nil

– 174 –

(IV) Changes in Directors and Senior Management

Name Position Change Reason for Change

Wang Huiqing Chairman Elected Re-election

Yu Lanying Non-executive director Elected Re-election

Jin Yongfu Non-executive director Elected Work adjustment

Chen Jianwei Non-executive director Elected Re-election

Wang Ying Executive director Elected Work adjustment

Employee representative

Director

Elected Re-election

Jiao Xiaoning Member of Executive

Committee, Chief

Financial Officer

Appointed Re-election

Wang Yujie Member of Executive

Committee

Appointed Re-election

Zhang Wei Chairman Resigned Re-election

Chen Zhongyang Non-executive director Resigned Re-election

Liu Changchun Non-executive director Resigned Work adjustment

Zhang Jinxin Non-executive director Resigned Re-election

Yin Lihong Executive Director Resigned Work adjustment

Sun Hanlin Member of Executive

Committee

Resigned Re-election

Note:

Pursuant to Rule 3.09D of the Hong Kong Listing Rules, each of Mr. Wang Huiqing, Ms. Yu Lanying and

Mr. Chen Jianwei has obtained legal opinions on January 12, 2026, each of Ms. Wang Ying and Mr. Jin

Yongfu has obtained legal opinions on June 10, 2025, and confirmed that they understood their obligations

as Directors of the Company.

Save for the above disclosures, the Company did not appoint or dismiss any Director or senior management

during the Reporting Period. Meanwhile, there has been no change in the information about the Directors

and chief executives which shall be disclosed pursuant to Rule 13.51(2) of the Hong Kong Listing Rules.

(V) As of the end of the Reporting Period, none of the incumbent Directors and senior

management or Directors, Supervisors or senior management who left office during the

Reporting Period had been subject to any penalty imposed by the securities regulatory

authorities during the last three years.

– 175 –

VI. PERFORMANCE OF DUTIES OF DIRECTORS

(I) Attendance of Directors at Board Meetings and General Meetings

Name of Director

Whether an

independent

Director

Attendance at Board meetings

Attendance

at general

meetings

Times of

attendance

at Board

meetings

during the

year

Attendance

in person

Attendance

by means of

teleconference

Attendance

by proxy Absence

Whether

absent

from two

consecutive

meetings in

person

Number

of general

meetings

attended

Wang Huiqing No – – – – – – –

Zhou Yi No 7 7 3 – – No –

Ding Feng No 7 7 3 – – No 6

Yu Lanying No – – – – – – –

Ke Xiang No 7 7 3 – – No 3

Jin Yongfu No 4 4 2 – – No –

Chen Jianwei No – – – – – – –

Wang Ying No 4 4 2 – – No 1

Wang Jianwen Yes 7 6 3 1 – No 6

Wang Quansheng Yes 7 7 3 – – No 6

Peng Bing Yes 7 6 3 1 – No 3

Wang Bing Yes 7 6 3 1 – No 6

Lo Kin Wing Terry Yes 7 7 3 – – No 6

Zhang Wei (resigned) No 7 7 3 – – No 6

Chen Zhongyang (resigned) No 7 4 3 3 – Yes 5

Liu Changchun (resigned) No 3 1 1 2 – Yes –

Zhang Jinxin (resigned) No 7 6 3 1 – No 3

Yin Lihong (resigned) No – – – – – – –

Number of Board meetings held within the year 7

Of which: Number of on-site meetings –

Number of meetings held by teleconference 3

Number of meetings held on-site and via teleconference 4

Note: During the Reporting Period, Mr. Chen Zhongyang and Mr. Liu Changchun failed to attend the Board

meetings in person for two consecutive times due to business engagement but appointed other Directors

in writing to exercise the voting rights on their behalf.

– 176 –

(II) No Objections Raised by Directors to Relevant Matters of the Company During the

Reporting Period.

(III) Others

1. Board of Directors and the Operation Management

(1) Composition of the Board

According to the relevant regulations of the Articles of Association, the Board

shall be composed of 13 Directors, with independent directors accounting for at

least one-third of the total. On December 30, 2022, as elected at the 2022 First

Extraordinary General Meeting of the Company, and according to the election

by the congress of workers and staff of the Company, the Company formed the

sixth session of the Board. As of the end of the Reporting Period, there were

13 members in the Board, including 3 executive Directors (Mr. Zhang Wei, Mr.

Zhou Yi and Ms. Wang Ying), 5 non-executive Directors (Mr. Ding Feng, Mr.

Chen Zhongyang, Mr. Ke Xiang, Mr. Jin Yongfu and Mr. Zhang Jinxin) and 5

independent non-executive Directors (Mr. Wang Jianwen, Mr. Wang Quansheng,

Mr. Peng Bing, Mr. Wang Bing and Mr. Lo Kin Wing Terry).

On January 23, 2026, as elected at the 2026 First Extraordinary General Meeting

of the Company, and according to the election by the congress of workers and

staff of the Company, the Company formed the seventh session of the Board.

As of the date of this report, there were 13 members in the Board, including 3

executive Directors (Mr. Wang Huiqing, Mr. Zhou Yi and Ms. Wang Ying), 5

non-executive Directors (Mr. Ding Feng, Ms. Yu Lanying, Mr. Ke Xiang, Mr.

Jin Yongfu and Mr. Chen Jianwei) and 5 independent non-executive Directors

(Mr. Wang Jianwen, Mr. Wang Quansheng, Mr. Peng Bing, Mr. Wang Bing and

Mr. Lo Kin Wing Terry).

The Directors are elected or changed via the general meeting and shall formally

take office from the date on which their appointments are approved by the general

meeting. A Director shall serve a term of three years. Directors are eligible for

re-election upon the expiration of their terms. However, the successive terms of

independent non-executive Directors may not be more than 6 years. According

to relevant regulations of Rule 3.13 of the Hong Kong Listing Rules, the

Company has received the annual written confirmation from each independent

non-executive Director with regards to his/her independence. Based on these

confirmations and the relevant information available to the Board, the Company

continues to confirm their independence.

– 177 –

The Company covered liability insurance for Directors and senior management

and other related staff held responsible according to the authorization of the 2014

Annual General Meeting, to protect them from the compensation liabilities that

may arise from performing their duties and to reasonably avoid management

risk and legal risk which the Directors and senior management may be exposed

to, and to encourage them to earnestly fulfill their duties and responsibilities.

(2) Duties and Responsibilities of the Board

The Board shall exercise the following functions and powers as stipulated

in the Articles of Association: to convene general meetings and report work

to general meetings; to carry out the resolutions of the general meetings; to

resolve on the business and investment plans of the Company; to prepare

profit distribution plan and loss remedy plan of the Company; to formulate

proposals of the Company on increasing or decreasing the registered capital,

issuing bonds or other securities and the listing plan; to formulate plans for

material acquisition, purchase of shares of the Company, merger, division,

dissolution or transformation of the Company; to determine, within the authority

granted by the general meeting, such matters as external investment, acquisition

and disposal of assets, asset mortgage, external guarantee, entrusted wealth

management, related-party transactions, external donations, etc.; to decide on the

establishment of the Company’s internal management organizations; to determine

the appointment or dismissal of the senior management of the Company, and

to decide the matters on their remuneration and rewards as well as penalties;

to set up the basic management system of the Company; to formulate the

proposals for any amendment to the Articles of Association; to manage the

Company’s information disclosure; to be responsible for the strategic decision

of the objectives and planning of cultural construction, and direct the Company

to strengthen its cultural construction; to propose to the general meeting the

appointment or replacement of the accounting firms which provide audit services

for the Company; to listen to the work reports of the Executive Committee and

review its work; to decide the Company’s compliance management objectives

and assume the responsibility for the effectiveness of compliance management,

including but not limited to: considering and approving the basic system for

compliance management and the annual compliance report, evaluating the

effectiveness of compliance management, urging to solve problems in compliance

management, establishing the mechanism for direct communication with the

chief compliance officer, guaranteeing the chief compliance officer’s assessment

on the senior management, various departments and branches, subsidiaries at

all levels, Compliance Department and compliance management personnel;

to formulate the integrity management objectives and overall requirements,

and assume responsibility for the effectiveness of integrity management; to

determine ethical conduct management objectives and assume responsibility for

the effectiveness of ethical conduct management; to bear ultimate responsibility

– 178 –

for comprehensive risk management, establish a risk management philosophy

appropriate to the Company, and comprehensively advance the development of the

Company’s risk culture; to review and approve the Company’s risk management

strategy and promote its effective implementation in the Company’s operations

and management; to review and approve the Company’s fundamental systems

for comprehensive risk management; review and approve the Company’s risk

appetite, risk tolerance, and major risk limits; to review the Company’s periodic

risk assessment reports; and to establish a direct communication mechanism with

the chief risk officer; to determine Directors’ remunerations and distribution

plan thereof; to decide to purchase Company’s shares due to the circumstances

specified in the Articles of Association; and to exercise other functions and

powers authorized by laws, administrative regulations, departmental rules, the

Articles of Association or the General Meeting.

(3) Duties and Responsibilities of the Operation Management

The operation management is responsible for the concrete implementation of

the development strategies and policies passed by the Board as well as the

daily operation and management of the Company. The Executive Committee

is the supreme operation management body established by the Company

for implementation of the routes and policies determined by the Board, and

shall exercise the following functions and powers according to the Articles

of Association: to carry out Company’s operation policies determined by the

Board and decide on material matters during the operation and management of

the Company; to formulate the profit distribution plan and loss remedy plan

of the Company; to formulate the registered capital change plans and bonds

issuance plans of the Company; to formulate plans for merger, division, change

and dissolution of the Company; to formulate Company’s business plans and

plans for investment, financing and disposal of assets, and report to the Board

for approval according to authorization; to formulate specific implementation

plans for risk appetite, risk tolerance, and major risk limits; to conduct regular

assessments of the Company’s overall risk profile and the management status of

various key risks; to resolve issues in risk management and report to the Board;

to formulate Company’s plan for establishment of internal management bodies;

to deploy and implement various works for cultural construction; to prepare and

approve the employee benefits plans and promotion and demotion plans; and to

exercise other functions and powers authorized by the Board.

(4) Implementation by the Board of Resolutions Passed at General Meetings

1) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

On June 30, 2023, the Resolution on Extension of the Validity Period

– 179 –

of the General Mandate to Issue Onshore and Offshore Debt Financing

Instruments of the Company was considered and approved at the Company’s

2022 annual general meeting. Pursuant to the aforementioned resolutions,

and upon approval by the CSRC in its Approval for the Registration

of Corporate Bonds Publicly Issued by Huatai Securities Co., Ltd. to

Professional Investors (Zheng Jian Xu Ke [2024] No. 416), the Company

publicly issued a total of five tranches of corporate bonds during the

Reporting Period, with a total issuance amount of RMB20.0 billion.

2) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

On June 30, 2023, the Resolution on Extension of the Validity Period

of the General Mandate to Issue Onshore and Offshore Debt Financing

Instruments of the Company was considered and approved at the Company’s

2022 annual general meeting. Pursuant to the aforementioned resolutions,

and upon approval by the CSRC in its Registration of Corporate Bonds

Publicly Issued by Huatai Securities Co., Ltd. to Professional Investors

(Zheng Jian Xu Ke [2025] No. 1342), the Company publicly issued a total

of eight tranches of corporate bonds during the Reporting Period, including

five new issuances and three follow-on issuances, with a total issuance

amount of RMB40.0 billion.

3) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

On June 30, 2023, the Resolution on Extension of the Validity Period

of the General Mandate to Issue Onshore and Offshore Debt Financing

Instruments of the Company was considered and approved at the Company’s

2022 annual general meeting. Pursuant to the aforementioned resolutions,

and upon approval by the Shanghai Stock Exchange in its Letter Regarding

No Objection to the Listing and Transfer of Corporate Bonds Non-publicly

Issued by Huatai Securities Co., Ltd. (Shang Zheng Han [2025] No. 1679),

the Company non-publicly issued a total of three tranches of corporate bonds

during the Reporting Period, with a total issuance amount of RMB10.0

billion.

– 180 –

4) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

Pursuant to the resolution, and upon approval by the CSRC in its Approval

for the Registration of Short-term Corporate Bonds Publicly Issued by

Huatai Securities Co., Ltd. to Professional Investors (Zheng Jian Xu Ke

[2023] No. 414), the Company publicly issued one tranche of short-term

corporate bonds during the Reporting Period, with a total issuance amount

of RMB3.2 billion.

5) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

On June 30, 2023, the Resolution on Extension of the Validity Period

of the General Mandate to Issue Onshore and Offshore Debt Financing

Instruments of the Company was considered and approved at the Company’s

2022 annual general meeting. Pursuant to the aforementioned resolutions,

and upon approval by the CSRC in its Approval for the Registration of

Short-term Corporate Bonds Publicly Issued by Huatai Securities Co.,

Ltd. to Professional Investors (Zheng Jian Xu Ke [2025] No. 589), the

Company publicly issued a total of eleven tranches of short-term corporate

bonds during the Reporting Period, including eight new issuances and three

follow-on issuances, with a total issuance amount of RMB45.0 billion.

6) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

On June 30, 2023, the Resolution on Extension of the Validity Period

of the General Mandate to Issue Onshore and Offshore Debt Financing

Instruments of the Company was considered and approved at the Company’s

2022 annual general meeting. Pursuant to the aforementioned resolutions,

and upon approval by the CSRC in its Approval for the Registration of

Subordinated Corporate Bonds Publicly Issued by Huatai Securities Co.,

Ltd. to Professional Investors (Zheng Jian Xu Ke [2024] No. 1109), the

Company publicly issued a total of six tranches of subordinated corporate

bonds during the Reporting Period, with a total issuance amount of RMB12.5

billion.

– 181 –

7) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

Pursuant to the resolution, and upon approval by the CSRC in its Approval

for the Registration of Perpetual Subordinated Corporate Bonds Publicly

Issued by Huatai Securities Co., Ltd. to Professional Investors (Zheng

Jian Xu Ke [2023] No. 1537), the Company publicly issued a total of one

tranche of perpetual subordinated corporate bonds during the Reporting

Period, with a total issuance amount of RMB5.0 billion.

8) On February 8, 2021, the Resolution on General Mandate for Domestic and

Overseas Debt Financing Instruments of the Company was considered and

approved at the Company’s first extraordinary general meeting of 2021.

On June 30, 2023, the Resolution on Extension of the Validity Period

of the General Mandate to Issue Onshore and Offshore Debt Financing

Instruments of the Company was considered and approved at the Company’s

2022 annual general meeting. Pursuant to the aforementioned resolutions,

and upon approval by the Securities and Fund Institution Supervision

Department of the CSRC in its Supervisory Opinion Letter on Issuance

of Science and Technology Innovation Bonds by Huatai Securities Co.,

Ltd. (Ji Gou Si Han [2025] No. 375) and the People’s Bank of China in

its Decision on Granting Administrative Permit (Yin Xu Zhun Yu Jue Zi

[2025] No. 77), the Company publicly issued a total of one tranche of

science and technology innovation bonds during the Reporting Period,

with a total issuance amount of RMB1.0 billion.

9) On June 20, 2025, the Resolution on Repurchase and Cancellation of Part

of the Restricted A Shares by the Company was considered and approved

at the Company’s 2024 Annual General Meeting, the 2025 First A Share

class meeting, and the 2025 First H Share class meeting. Pursuant to this

resolution, the Company completed the repurchase and cancellation of

438,495 A-share restricted shares during the Reporting Period.

10) On June 20, 2025, the Resolution on the 2024 Profit Distribution Plan of

the Company was considered and approved at the 2024 Annual General

Meeting of the Company. According to the resolution, during the Reporting

Period, the 2024 profit distribution of the Company was made by way of

cash dividends, and the Company distributed cash dividend of RMB0.37

(tax inclusive) per share based on the Company’s total share capital of

9,027,302,281 shares prior to the implementation of the plan, with the

total cash dividend of RMB3,340,101,843.97 (tax inclusive). During the

Reporting Period, the profit distribution plan has been completed.

– 182 –

11) On June 20, 2025, the Resolution on the Estimated Ordinary Transactions

with Related Parties of the Company for 2025 was considered and approved

at the Company’s 2024 Annual General Meeting. For details of the actual

performance of ordinary transactions with related parties of the Company

during the Reporting Period according to the resolution, please refer to

“Major Related-party Transactions” under “Major Events” in this report.

12) On June 20, 2025, the Resolution on the Estimated Investment Amount

of the Company’s Proprietary Business for 2025 was considered and

approved at the Company’s 2024 Annual General Meeting. According to the

resolution, during the Reporting Period, related business indicators of the

Company were controlled within the authorized scope of the shareholders’

general meeting.

13) On June 20, 2025, the Resolution on the Re-appointment of the Accounting

Firms of the Company was considered and approved at the Company’s 2024

Annual General Meeting. According to the resolution, during the Reporting

Period, the Company appointed Deloitte Touche Tohmatsu Certified Public

Accountants LLP to handle 2025 annual financial statements and internal

control auditing services for the Company and its holding subsidiaries,

and to issue the audit report of A shares, internal control audit report and

GDR audit report; the Company also appointed Deloitte Touche Tohmatsu

for auditing services of H Shares for the Company, and to issue the audit

report of H Shares.

14) On October 17, 2025, the Resolution on the 2025 Interim Profit Distribution

Plan of the Company was considered and approved at the 2025 First

Extraordinary General Meeting of the Company. According to the resolution,

during the Reporting Period, the 2025 profit distribution of the Company

was made by way of cash dividends, and the Company distributed cash

dividend of RMB0.15 (tax inclusive) per share based on the Company’s

total share capital of 9,026,863,786 shares prior to the implementation

of the plan, with the total cash dividend of RMB1,354,029,567.90 (tax

inclusive). During the Reporting Period, the profit distribution plan has

been completed.

– 183 –

15) On October 17, 2025, Resolution on the Matters Related to the Dissolution

of the Supervisory Committee was considered and approved at the 2025

First Extraordinary General Meeting of the Company. Pursuant to this

resolution, during the Reporting Period, the Company discontinued the

Supervisory Committee. The Audit Committee of the Board shall exercise

the powers of the Supervisory Committee as stipulated by laws and

regulations. Concurrently, the Rules of Procedures for the Supervisory

Committee of Huatai Securities Co., Ltd. were repealed, and the Office

of the Supervisory Committee was dissolved.

(5) Training of Directors

The Company attaches great importance to the ongoing training of Directors, to

ensure that the Directors form an appropriate understanding of the operation of the

Company and its business and they understand their duties and responsibilities as

directors as required by the CSRC, the Shanghai Stock Exchange, the Hong Kong

Stock Exchange, and as stipulated in the Articles of Association and other relevant

laws and regulatory requirements. During the Reporting Period, the Company’s

Directors attached great importance to updating professional knowledge and

skills, to adapt to the needs of the development of the Company. In addition

to participation in regular trainings held by regulatory organizations and self-

regulatory organizations and complete required ongoing trainings, the Office of

the Board also prepared the Work Newsletter of the Company regularly and sent

it to the Directors to enable them to understand the latest policies and regulations

and industrial trends and enhance their knowledge and understanding of the

culture and operation of the Company. In addition, the Company continuously

improved the internal work procedures, established the multi-level information

communication mechanism, and set up the information communication platform,

in order to ensure the access to information for Directors to perform their duties

and constantly improve their overall performance capability.

– 184 –

During the Reporting Period and up to the Latest Practicable Date, the main

trainings of the Directors of the Company were as follows:

Name of Director Date Organizer Content Training Location

Wang Huiqing 2026-1-12 Clifford Chance Guidelines on Corporate Governance for the Board

of Directors and Directors

Guidelines on Directors’ Responsibilities in

Valuation of Corporate Transactions

Memorandum on Directors’ Responsibilities under

Hong Kong Laws and Regulations

Memorandum on Related Party transactions and

Notifiable Transactions

Nanjing, Jiangsu

Zhou Yi 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-11-30 China Association for Public

Companies

Specialized training on “Listed Companies’

Violations of Laws and Regulations”

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director’s Guide to Integrity Practices Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Global ESG Policy Overview Training Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Ding Feng 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

– 185 –

Name of Director Date Organizer Content Training Location

Yu Lanying 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2026-1-12 Clifford Chance Guidelines on Corporate Governance for the Board

of Directors and Directors

Guidelines on Directors’ Responsibilities in

Valuation of Corporate Transactions

Memorandum on Directors’ Responsibilities under

Hong Kong Laws and Regulations

Memorandum on Related Party transactions and

Notifiable Transactions

Nanjing, Jiangsu

Ke Xiang 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

– 186 –

Name of Director Date Organizer Content Training Location

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Jin Yongfu 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-6-10 Clifford Chance Corporate Governance Guidelines for Boards and

Directors

Guidance on Directors’ Responsibilities Regarding

Valuation in Corporate Transactions

Memorandum on directors’ responsibilities under

Hong Kong Laws and Regulations

Memorandum in relation to related-party

transactions and notifiable transactions

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Chen Jianwei 2026-1-12 Clifford Chance Guidelines on Corporate Governance for the Board

of Directors and Directors

Guidelines on Directors’ Responsibilities in

Valuation of Corporate Transactions

Memorandum on Directors’ Responsibilities under

Hong Kong Laws and Regulations

Memorandum on Related Party transactions and

Notifiable Transactions

Nanjing, Jiangsu

– 187 –

Name of Director Date Organizer Content Training Location

Wang Ying 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-6-10 Clifford Chance Corporate Governance Guidelines for Boards and

Directors

Guidance on Directors’ Responsibilities Regarding

Valuation in Corporate Transactions

Memorandum on directors’ responsibilities under

Hong Kong Laws and Regulations

Memorandum in relation to related-party

transactions and notifiable transactions

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Wang Jianwen 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

– 188 –

Name of Director Date Organizer Content Training Location

Wang Quansheng 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Peng Bing 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Beijing

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Beijing

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Beijing

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Beijing

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Beijing

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Beijing

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Beijing

– 189 –

Name of Director Date Organizer Content Training Location

Wang Bing 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Lo Kin Wing Terry 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Hong Kong

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Hong Kong

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Hong Kong

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Hong Kong

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Hong Kong

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Hong Kong

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Hong Kong

– 190 –

Name of Director Date Organizer Content Training Location

Zhang Wei 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-6-30 Jiangsu Provincial

Association of Listed

Companies

2025 Training Program on High-Quality

Development for Listed Companies

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-11-30 China Association for Public

Companies

Specialized Training on “Listed Companies’

Violations of Laws and Regulations”

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Chen Zhongyang 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Nanjing, Jiangsu

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Nanjing, Jiangsu

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

– 191 –

Name of Director Date Organizer Content Training Location

Liu Changchun 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Nanjing, Jiangsu

Zhang Jinxin 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Beijing

2025-5-27 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Beijing

2025-7-29 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Beijing

2025-12-23 Huatai Securities Co., Ltd. 2025 Anti-Money Laundering Regulatory Updates

Training

Beijing

2025-12-23 Huatai Securities Co., Ltd. Director Integrity Practice Guide Beijing

2025-12-23 Huatai Securities Co., Ltd. 2025 Domestic and International ESG Policy

Overview Training

Beijing

2025-12-26 Clifford Chance Introduction to latest regulatory laws in the Hong

Kong capital market

Beijing

Yin Lihong 2025-2-5 Jiangsu Securities

Regulatory Bureau

Typical Cases of Listed Companies Violating Laws

Checklist of Common Violations by Listed

Companies

Nanjing, Jiangsu

– 192 –

2. Chairman and Chief Executive Officer

Chairman and Chief Executive Officer are two different positions, and according to

the provisions of the Articles of Association, the chairman is the legal representative

of the Company, responsible for managing the operations of the Board, ensuring that

the Board acts in compliance with the best interests of the Company, ensuring the

effective operation of the Board, ensuring that the Board has fulfilled its due duties and

discussions about all significant and appropriate matters are held so that Directors get

accurate, timely and explicit data. Chief Executive Officer manages the daily work of

the Company, attends Board meetings, reports to the Board and exercises the functions

and powers according to the responsibility scope of the Chief Executive Officer.

According to provisions of Rule C.2.1 of Corporate Governance Code, the roles of

the chairman of the board and chief executive shall be separate and should not be

performed by the same individual at the same time. On December 30, 2022, the first

meeting of the Company’s sixth session of Board elected Mr. Zhang Wei as Chairman

of the sixth session of the Board and reappointed Mr. Zhou Yi as Chief Executive

Officer and Head of the Executive Committee. On January 23, 2026, the first meeting

of the Company’s seventh session of the Board elected Mr. Wang Huiqing as Chairman

of the Seventh Board of Directors, and continued to appoint Mr. Zhou Yi as Chief

Executive Officer and Head of the Executive Committee. The Board believes this

management structure is effective and provides sufficient checks and balances for

the Company’s operations.

3. Non-executive director

As of the end of the Reporting Period, the Company has 5 non-executive Directors

and 5 independent nonexecutive Directors. For details of their terms of office, please

refer to “Changes in shareholding structure and remuneration of current and resigned

Directors and Senior Management during the Reporting Period” under “Directors

and Senior Management” under “Corporate Governance, Environment and Society”

in this report.

– 193 –

4. Performance of Duties by Independent Non-executive Directors

(1) Works regarding periodic reports

In the annual report compilation process, all independent non-executive Directors

of the Company have performed full duties according to the requirements of

the CSRC and the provisions of the Working System for Independent Directors

of the Company.

On January 16, 2025, the first meeting of the Audit Committee of the Company’s

sixth session of the Board for 2025 heard a report from Deloitte representatives

regarding the annual audit arrangements and preliminary review work for the

Company’s A, H, and G shares in 2024. The Committee engaged in discussions

and communication with Deloitte representatives. Two of the three Audit

Committee members are independent non-executive directors. In their dual

capacities as Audit Committee members and independent non-executive directors,

they provided opinions and suggestions for supplementing and refining the

Company’s 2024 audit plan.

On February 21, 2025, the second meeting of the Audit Committee of the

Company’s sixth session of the Board reviewed and approved the “Proposal on

the Company’s 2024 Audit Plan”. Two of the three Audit Committee members

are independent non-executive directors, who reviewed the Company’s 2024

audit plan in their dual capacities as Audit Committee members and independent

non-executive directors.

On March 24, 2025, the third meeting of the Audit Committee of the Company’s

sixth session of the Board in 2025 reviewed the Company’s 2024 Financial

Statements, 2024 Annual Report and its Executive Summary, 2024 Internal

Control Evaluation Report, the Audit Committee’s 2024 Performance Report,

the Audit Committee’s Report on the Supervision of the 2024 Annual Audit

Firm, the 2024 Internal Audit Work Report and the 2025 Internal Audit Work

Plan. The meeting also reviewed important matters covered in the “Key Audit

Matters” section of the Company’s 2024 Audit Report. Two of the three Audit

Committee members are independent non-executive directors. They deliberated

on relevant proposals in their dual capacities as Audit Committee members and

independent non-executive directors, and expressed their opinions.

– 194 –

On July 28, 2025, the fifth meeting of the Audit Committee during the sixth

term of the Board of Directors heard reports from Deloitte personnel regarding

the review of the Company’s interim financial statements for H+G shares in

2025 and the annual audit plan for A+H+G shares in 2025. Discussions and

communications were conducted with Deloitte personnel. Two of the three

Audit Committee members are independent non-executive directors. They

participated in discussions and communications in their dual capacities as Audit

Committee members and independent non-executive directors, offering opinions

and recommendations.

(2) Consideration on related-party transactions

On March 24, 2025, the third meeting of the Audit Committee of the Company’s

sixth session of the Board in 2025 reviewed and approved the “Proposed Plan

for Estimating the Company’s Routine Related-Party Transactions in 2025”;

On March 26, 2025, the First Meeting of the Independent Directors of the sixth

session of the Board in 2025 reviewed and approved the “Proposed Plan for

Estimating the Company’s Routine Related-Party Transactions in 2025”. All

relevant related-party transactions arise from the Company’s routine business

operations, will facilitate the normal conduct of the Company’s business, and will

generate certain benefits for the Company; The pricing of the relevant related-

party transactions adheres to market pricing principles, is reasonable and fair,

and does not harm the overall interests of the Company and its shareholders; The

relevant related-party transactions do not affect the Company’s independence,

and the Company’s principal business does not thereby become dependent on

related parties; The approval procedures for the relevant related-party transactions

comply with the relevant laws, regulations, normative documents, as well as

the requirements of the Company’s Articles of Association and the Company’s

Related-Party Transaction Management System.

(3) Other performance of duties

On March 26, 2025, the first meeting of the special meetings of independent

Directors of the sixth session of the Board of the Company for 2025 also

considered and approved the Report on Performance of Duties of the Independent

Directors of the Company for 2024 and the Report on Independence Self-

examination by the Independent Directors of the Company.

– 195 –

VII. SPECIAL COMMITTEES UNDER THE BOARD

(I) Members of the Special Committees of the Board

Five special committees, namely, Development Strategy Committee, Compliance and Risk

Management Committee, Audit Committee, Nomination Committee and Remuneration and

Appraisal Committee were established under the Board. As of the end of the Reporting

Period, the specific membership of each specialized committee of the sixth session of the

Board of the Company are as follows:

The Development Strategy Committee (a total of five members): Zhang Wei, Zhou Yi, Chen

Zhongyang, Jin Yongfu and Zhang Jinxin, and Mr. Zhang Wei is the chairman (convener)

of the Development Strategy Committee;

The Compliance and Risk Management Committee (a total of three members): Zhou Yi, Ke

Xiang and Wang Jianwen, and Mr. Zhou Yi is the chairman (convener) of the Compliance

and Risk Management Committee;

The Audit Committee (a total of three members with the independent non-executive Directors

accounting for more than 1/2): Wang Bing, Ding Feng and Lo Kin Wing Terry, and Mr.

Wang Bing is the chairman (convener) of the Audit Committee;

The Nomination Committee (a total of three members with the independent non-executive

Directors accounting for more than 1/2): Wang Quansheng, Wang Ying and Peng Bing, and

Mr. Wang Quansheng is the chairman (convener) of the Nomination Committee;

The Remuneration and Appraisal Committee (a total of three members, all are independent

non-executive Directors): Wang Quansheng, Peng Bing and Wang Bing, and Mr. Wang

Quansheng is the chairman (convener) of the Remuneration and Appraisal Committee.

On January 23, 2026, the Company established its Seventh session of the Board. As of

the date of this report, the specific membership of each specialized committee under the

Seventh session of the Board of the Company are as follows:

The Development Strategy Committee (a total of five members): Wang Huiqing, Zhou

Yi, Yu Lanying, Jin Yongfu and Chen Jianwei, and Mr. Wang Huiqing is the chairman

(convener) of the Development Strategy Committee;

The Compliance and Risk Management Committee (a total of three members): Zhou Yi, Ke

Xiang and Wang Jianwen, and Mr. Zhou Yi is the chairman (convener) of the Compliance

and Risk Management Committee;

– 196 –