112785 _ICBC 3Q_ eng.indd by chenmeixiu

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                                                  (Stock Code: 1398)

               Industrial and Commercial Bank of China Limited
                        Third Quarterly Report of 2010
The Board of Directors of Industrial and Commercial Bank of China Limited (“the Bank”) is
pleased to announce the results of the Bank and its subsidiaries (“the Group”) for the third quarter
ended 30 September 2010. This announcement is made in accordance with Rule 13.09 of the Rules
Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

1.    IMPORTANT NOTICE

1.1 The Board of Directors, the Board of Supervisors, Directors, Supervisors and Senior
    Management members of Industrial and Commercial Bank of China Limited undertake that the
    information in this report contains no false record, misleading statement or material omission;
    and assume individual and joint and several liabilities to the authenticity, accuracy and
    completeness of the information in this report.

1.2 The Third Quarterly Report of 2010 of the Bank has been considered and approved at the
    meeting of the Board of Directors of the Bank held on 28 October 2010. All directors were
    present at the meeting.

1.3 These quarterly financial statements have not been audited.

1.4 Mr. Jiang Jianqing, Legal Representative of the Bank, Mr. Yang Kaisheng, President in charge
    of finance of the Bank, and Mr. Shen Rujun, General Manager of the Finance and Accounting
    Department of the Bank, hereby warrant and guarantee that the financial statements contained
    in this quarterly report are authentic and complete.




                                                              1
2.     CORPORATE INFORMATION

2.1 Basic information

 A share:
 Stock name
 Stock code                                          601398
 Stock exchange on which shares are listed           Shanghai Stock Exchange
 H share:
 Stock name                                          ICBC
 Stock code                                          1398
 Stock exchange on which shares are listed           The Stock Exchange of Hong Kong Limited
 Board Secretary, Company Secretary:
 Name                                                Gu Shu
 Address                                             No.55 Fuxingmennei Avenue, Xicheng District,
                                                     Beijing, People’s Republic of China (Postal code:
                                                     100140)
 Telephone                                           86-10-66108608
 Facsimile                                           86-10-66106139
 E-mail                                              ir@icbc.com.cn

2.2 Major accounting data and financial indicators

2.2.1 Major accounting data and financial indicators prepared in accordance with International
      Financial Reporting Standards (“IFRSs”)

                                                            (In RMB millions, unless otherwise specified)
                                                    30 September 2010    31 December 2009          Change (%)
 Total assets                                              13,417,887          11,785,053                13.86
 Total loans and advances to customers                      6,571,512           5,728,626                14.71
 Allowance for impairment losses on loans                     159,158             145,452                 9.42
 Net investment in securities                               3,750,638           3,599,173                 4.21
 Total liabilities                                         12,658,382          11,106,119                13.98
 Due to customers                                          11,282,590           9,771,277                15.47
 Due to banks and other financial institutions               1,009,438           1,001,634                 0.78
 Equity attributable to equity holders of
   the parent company                                         753,832             673,893                11.86
 Net assets per share (in RMB Yuan)                              2.26                2.02                11.88
                                                                                                    Change as
                                                                                              compared to the
                                                                        Nine months ended   same period of last
                                                                        30 September 2010            year (%)
 Net cash flow from operating activities                                           627,856                83.48
 Net cash flow per share from operating activities
   (in RMB Yuan)                                                                     1.88                84.31




                                                       2
                                                                     (In RMB millions, unless otherwise specified)
                                                                                                              Change as
                                                        Three months              Nine months            compared to the
                                                               ended                    ended             same period of
                                                        30 September             30 September                  last year(1)
                                                                2010                     2010       (%, percentage points)
 Net profit                                                        42,830               127,795                         26.64
 Net profit attributable to equity holders of
   the parent company                                             42,613               127,216                         26.84
 Basic earnings per share (in RMB Yuan)                             0.13                   0.38                        30.00
 Diluted earnings per share (in RMB Yuan)                           0.13                   0.38                        30.00
                                                                                                             An increase of
 Return on weighted average equity (%)                              5.85                  17.77      0.52 percentage points

Note: (1)    “Change as compared to the same period of last year” refers to the comparison between relevant financial indicators
             for the three months ended 30 September 2010 and those for the three months ended 30 September 2009.


2.2.2 Differences in financial statements prepared under IFRSs and Generally Accepted
      Accounting Principles of the People’s Republic of China (“PRC GAAP”)

      In respect of the financial statements of the Group prepared under PRC GAAP and those under
      IFRSs, there are no differences in the net profit attributable to equity holders of the parent
      company for the reporting period ended 30 September 2010 and the equity attributable to
      equity holders of the parent company as at the end of the reporting period.




                                                              3
2.3 Number of shareholders and particulars of shareholding

       As at the end of the reporting period, the Bank had a total of 1,303,381 shareholders, including
       161,185 holders of H shares and 1,142,196 holders of A shares.

       Particulars of shareholding of the top 10 shareholders of the Bank (particulars of
       shareholding of holders of H shares were based on the number of shares set out in the
       Bank’s register of shareholders maintained at the H share registrar)

                                                                                                                                              Unit: Share
 Total number of shareholders               1,303,381 (number of holders of A shares and H shares on the register of shareholders as at 30 September 2010)
 Particulars of shareholding of the top 10 shareholders (the following data are based on the register of shareholders as at 30 September 2010)
                                                                                                                               Number of         Number of
                                                                                     Shareholding                           shares subject       pledged or
                                            Nature of                   Type of        percentage      Total number of      to restrictions       locked-up
 Name of shareholder                        shareholder                 shares                (%)           shares held            on sales          shares
 Central Huijin Investment Ltd.             State-owned                 A shares               35.4     118,316,816,139                   0           None
 Ministry of Finance of
  the People’s Republic of China            State-owned                 A shares               35.3     118,006,174,032                   0           None
 HKSCC Nominees Limited                     Foreign corporation         H shares               20.5      68,500,793,031                   0       Unknown
 The Goldman Sachs Group, Inc.              Foreign corporation         H shares                3.9      13,180,811,324                   0           None
 American Express Company                   Foreign corporation         H shares                0.2         638,061,117                   0           None
 China Huarong Asset Management
   Corporation                              Other domestic entities     A shares                0.1         480,769,000                   0           None
 China Life Insurance Company Limited
   — Traditional — Ordinary insurance
   products — 005L — CT001 Hu               Other domestic entities     A shares                0.1         431,914,092                   0           None
 China Life Insurance Company
   Limited — Dividend distribution
   — Personal dividend — 005L
   — FH002 Hu                               Other domestic entities     A shares                0.1         389,822,428                   0           None
 China Life Insurance (Group) Company
   — Traditional — Ordinary insurance
   products                                 Other domestic entities     A shares                0.1         230,205,612                   0           None
 E-Fund 50 Index Securities Investment
   Fund                                     Other domestic entities     A shares                0.1         196,918,659                   0           None


Notes: (1)      Central Huijin Investment Ltd. has increased its shareholding in the Bank through on-market purchase on the
                Shanghai Stock Exchange since October 2009. As at 8 October 2010, Central Huijin Investment Ltd. had completed
                its shareholding acquisition plan. For details, please refer to the announcements published by the Bank on the
                websites of The Stock Exchange of Hong Kong Limited and the Shanghai Stock Exchange, respectively.

       (2)      The Goldman Sachs Group, Inc. carried out a transaction in respect of part of its shares in the Bank in late
                September 2010, and the transaction has not been completed by 30 September. The Goldman Sachs Group,
                Inc. submitted to The Stock Exchange of Hong Kong Limited the disclosure of interests form in relation to the
                transaction on 5 October 2010. Please refer to the website of The Stock Exchange of Hong Kong Limited for details.


China Life Insurance Company Limited is a controlled subsidiary of China Life Insurance
(Group) Company. Apart from this, the Bank is not aware of any connections between the above
shareholders or whether they are parties acting in concert.




                                                                              4
3.   BRIEF ANALYSIS ON OVERALL OPERATING ACTIVITIES IN
     THE THIRD QUARTER

     (The financial data herein are presented in RMB unless otherwise indicated.)

     Set out below are the highlights of the operating results of the Group for the reporting period:

     Net profit amounted to RMB127,795 million, representing an increase of 27.10% over the
     same period of last year. Net interest income was RMB221,663 million, representing an
     increase of 24.36% over the same period of last year, principally due to the increase in the
     scale of interest-generating assets and the continuously slight rise in net interest margin. Net
     fee and commission income was RMB54,563 million, representing an increase of 32.88% over
     the same period of last year. Net profit attributable to equity holders of the parent company
     was RMB127,216 million, representing an increase of 27.19% over the same period of last
     year. Cost-to-income ratio was 28.69%.

     As at the end of the reporting period, total assets amounted to RMB13,417,887 million,
     representing an increase of RMB1,632,834 million or 13.86% as compared to the end of the
     previous year. Total loans and advances to customers amounted to RMB6,571,512 million,
     representing an increase of RMB842,886 million or 14.71% from the end of the previous
     year. In terms of the structure of loans and advances to customers, corporate loans amounted
     to RMB4,547,045 million, personal loans amounted to RMB1,550,095 million, discounted
     bills amounted to RMB134,215 million, and overseas loans and others amounted to
     RMB340,157 million. Loan-to-deposit ratio was 59.15%.

     Total liabilities amounted to RMB12,658,382 million, representing an increase of
     RMB1,552,263 million or 13.98% as compared to the end of the previous year. Due to
     customers was RMB11,282,590 million, representing an increase of RMB1,511,313 million or
     15.47% from the end of the previous year. In terms of the structure of deposits, time deposits
     amounted to RMB5,417,228 million, demand deposits amounted to RMB5,689,355 million
     and others amounted to RMB176,007 million.

     Shareholders’ equity was RMB759,505 million, representing an                       increase   of
     RMB80,571 million or 11.87% as compared to the end of the previous year.

     According to the five-tier classification of loans, the balance of non-performing loans
     (NPLs) amounted to RMB75,731 million, representing a decrease of RMB12,736 million as
     compared to the end of the previous year. The NPL ratio was 1.15%, representing a decrease
     of 0.39 percentage point as compared to the end of the previous year. The ratio of allowance
     to NPL was 210.16%, an increase of 45.75 percentage points as compared to the end of the
     previous year.

     The core capital adequacy ratio was 9.33% and the capital adequacy ratio was 11.57%, both
     meeting regulatory requirements. The capital adequacy ratio increased by 0.23 percentage
     point compared to the end of June 2010, primarily due to the replenishment of the Bank’s
     supplementary capital by the issuance of convertible corporate bonds.


                                                  5
4.     SIGNIFICANT EVENTS

4.1 Significant changes in major financial statements items and financial indicators and the
    reasons thereof

       √ Applicable        Not Applicable

                                                           In RMB millions, except for percentages
                         30 September   31 December        Increase/
Item                             2010          2009     Decrease (%) Main reasons for change
Cash and balances           2,266,208       1,693,048         33.85   Mandatory reserve deposits with
  with central banks                                                   central banks increased
Derivative financial            10,254          5,758          78.08   Valuation of derivative financial
  assets                                                                instruments increased
Other assets                  156,848        109,115          43.75   Other receivables increased
Financial liabilities           8,340         15,831          (47.32) Structured deposits designated at
  designated at fair                                                    fair value decreased
  value through profit
  or loss
Derivative financial            10,416          7,773          34.00   Valuation of derivative financial
  liabilities                                                           instruments increased
Repurchase                      2,999         36,060          (91.68) Placement of pledged bonds
  agreements                                                            decreased
Certificates of deposit          8,406          1,472         471.06   Certificates of deposit and notes
  and notes payable                                                     payable issued by overseas
                                                                        institutions increased
Retained profits               189,081        118,760          59.21   Profit for the period increased




                                                  6
                                                              In RMB millions, except for percentages
                           Nine months      Nine months
                                 ended            ended
                          30 September     30 September       Increase/
 Item                             2010             2009    Decrease (%) Main reasons for change
 Net fee and                     54,563          41,061           32.88   The volume of settlement, clearing
   commission                                                               and cash management, bank
   income                                                                   card business, wealth
                                                                            management and asset custody
                                                                            businesses increased
 Net trading income/               (566)           161          (451.55) Losses on hedging derivatives
   (expense)                                                               increased
 Net gain on financial              120            6,507          (98.16) Gains on investment in bonds
   investments                                                             and other financial instruments
                                                                           decreased
 Other operating                  2,048            275           644.73   Income from exchange rate
   income/(expense),                                                        and foreign exchange products
   net                                                                      increased
 Share of profits and              1,877           1,387           35.33   Income of associates for the
   losses of associates                                                     period increased
   and jointly-
   controlled entities
 Income tax expense              38,529          28,440           35.47   Income tax expense increased due
                                                                            to the increase in profit for the
                                                                            period


4.2 Progress of significant events and analysis on their effects and solutions

        √ Applicable        Not Applicable

4.2.1 Acquisition of Shares of ACL BANK Public Company Limited in Thailand

        At the Second Extraordinary General Meeting of 2009 held on 27 November 2009, the
        implementation of the voluntary tender offer, and the possible delisting tender offer in respect
        of ACL BANK Public Company Limited (“ACL”) was approved. After the Bank obtained
        all necessary approvals, it had made the voluntary tender offer to ACL, and the completion
        of the settlement under the voluntary tender offer took place on 21 April 2010. The Bank has
        acquired 1,546,286,553 ordinary shares and 282,048 preference shares of ACL, representing
        approximately 97.24% of the total issued shares of ACL. The Bank had started the approval
        and implementation procedures for the delisting of ACL hereafter. As at the disclosure date of
        this Report, the delisting approval and implementation procedures are still underway.




                                                    7
4.2.2 Privatization of ICBC (Asia)

     On 28 July 2010, the Board of Directors of the Bank reviewed and approved the Proposal on
     the Privatization of Industrial and Commercial Bank of China (Asia) Limited (“ICBC (Asia)”).
     The Bank proposed to privatize the ICBC (Asia) by means of a scheme of arrangement.
     According to the scheme of agreement, the cancellation consideration per scheme share of
     ICBC (Asia) shall be HKD29.45. As at the disclosure date of this Report, ICBC (Asia) has
     issued 1,352,061,533 shares, of which 984,364,740 shares were held by the Bank, representing
     approximately 72.81% of the total shares of ICBC (Asia) and 367,696,793 shares were held
     by shareholders other than the Bank, representing approximately 27.19% of the total shares
     of ICBC (Asia). The total cash payment for the proposed privatization of ICBC (Asia) by the
     Bank will be approximately HKD10,828.67 million. On 8 October 2010, the Bank and ICBC
     (Asia) jointly issued the scheme document. The privatization of ICBC (Asia) by the Bank
     is still subject to the approval of the General Meeting of ICBC (Asia), (Hong Kong) Court
     Meeting, relevant regulatory authorities in Mainland China and Hong Kong and Hong Kong
     High Court.

4.2.3 Matters relating to Fund Raising

     In August 2010, with the approval from China Securities Regulatory Commission (Zhen
     Jian Xu Ke [2010] No.1155), the Bank issued the A share convertible corporate bonds with
     an aggregate nominal value of RMB25 billion, and the net proceeds, after deduction of the
     expenses relating to the issuance, was RMB24.87 billion. With the approval from China
     Banking Regulatory Commission (“CBRC”), the entire net proceeds will be used to replenish
     the supplementary capital of the Bank; and upon full conversion into shares by the convertible
     bonds holders, the entire amount which has been converted into will be used to replenish the
     core capital of the Bank.

     The meeting of the Board of Directors of the Bank held on 28 July 2010 and the Second
     Extraordinary General Meeting of 2010, the First A Shareholders Class Meeting of 2010 and
     the First H Shareholders Class Meeting of 2010 held on 21 September 2010 considered and
     approved the Proposed Rights Issue of A Shares and H Shares of Industrial and Commercial
     Bank of China Limited. It is expected that the gross proceeds of the rights issue will be no
     more than RMB45 billion and the final amount of gross proceeds shall be determined by the
     Board of Directors based on the subscription price and number of shares to be issued at the
     time of the rights issue and pursuant to the authorization of the shareholders’ meetings. All
     proceeds from the rights issue, after deduction of the expenses relating to the issuance, will be
     used to strengthen the capital base of the Bank. The Bank has received the approval from the
     CBRC on 29 September 2010 in respect of the proposed right issue of A shares and H shares
     of the Bank. Please refer to the relevant announcements of the Bank published at the websites
     of the Shanghai Stock Exchange and The Stock Exchange of Hong Kong Limited for detailed
     information on the approval and implementation of the Bank’s A shares and H shares rights
     issue.




                                                  8
     The Bank successfully issued subordinated bonds in an amount of RMB22 billion in the China
     national inter-bank bond market during 10-14 September 2010. This issue of subordinated
     bonds was made on a revolving basis within the approved limit and is used to substitute for
     the redeemed portion of the subordinated bonds issued in 2005. The proceeds from this issue
     of subordinated bonds have been used to replenish the supplementary capital of the Bank in
     accordance with applicable laws and as approved by the regulatory authorities.

4.3 Fulfillment of commitments made by the Bank, its shareholders and de facto controllers

     √ Applicable       Not Applicable

     During the reporting period, the Ministry of Finance of the People’s Republic of China
     and Central Huijin Investment Ltd., the controlling shareholders of the Bank, have made
     undertakings that they will subscribe in cash all the offered rights shares, which will be
     allotted to them in proportion to their respective shareholdings in the Bank according to
     the rights issue plan considered and approved by the Board of Directors of the Bank on
     28 July 2010. The right issue plan was considered and approved by the Second Extraordinary
     General Meeting of 2010, the First A Shareholders Class Meeting of 2010 and the First
     H Shareholders Class Meeting of 2010 of the Bank held on 21 September 2010. Such
     subscription undertakings shall only become exercisable upon approval by relevant regulatory
     authorities.

     Except for the aforementioned, as at 30 September 2010, all of the commitments made by the
     shareholders were properly fulfilled.

4.4 Implementation of cash dividend policy during the reporting period

       Applicable     √ Not Applicable

4.5 Warnings and explanations on estimated loss or significant changes (as compared to the
    same period of last year) in net accumulated profit from the beginning of the year to the
    end of the next reporting period

       Applicable     √ Not Applicable

5.   APPENDIX: FINANCIAL                       STATEMENTS               PREPARED             IN
     ACCORDANCE WITH IFRSs

5.1 The financial statements prepared in accordance with IFRSs are attached as an appendix
    to this announcement




                                               9
6.    RELEASE OF RESULTS ANNOUNCEMENT

      The announcement will be published simultaneously on the “HKExnews” website of The
      Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the website of the Bank
      (www.icbc.com.cn, www.icbc-ltd.com). The third quarterly report prepared in accordance with
      PRC GAAP will also be published simultaneously on the website of Shanghai Stock Exchange
      (www.sse.com.cn) and the website of the Bank (www.icbc.com.cn, www.icbc-ltd.com).

      This report is prepared in both Chinese and English. In case of any discrepancy between the
      two versions, the Chinese version shall prevail.

                                                                    The Board of Directors of
                                                       Industrial and Commercial Bank of China Limited

28 October 2010

As at the date of this announcement, the Board of Directors comprises Mr. Jiang Jianqing, Mr. Yang Kaisheng, Ms. Wang Lili
and Mr. Li Xiaopeng as executive directors, Mr. Huan Huiwu, Mr. Gao Jianhong, Ms. Li Chunxiang, Mr. Li Jun, Mr. Li Xiwen
and Mr. Wei Fusheng as non-executive directors, and Mr. Leung Kam Chung, Antony, Mr. Qian Yingyi, Mr. Xu Shanda,
Mr. Wong Kwong Shing, Frank, Sir Malcolm Christopher McCarthy and Mr. Kenneth Patrick Chung as independent
non-executive directors.




                                                           10
Industrial and Commercial Bank of China Limited
Consolidated Income Statement — Prepared in accordance with IFRSs
For the nine months ended 30 September 2010
(In RMB millions, unless otherwise stated)

                                                   Three months        Nine months     Three months      Nine months
                                                          ended              ended            ended            ended
                                                   30 September       30 September     30 September     30 September
                                                           2010               2010             2009             2009
                                                      (unaudited)        (unaudited)      (unaudited)      (unaudited)

Interest income                                          118,953            338,818         101,542          300,819
Interest expense                                         (40,602)          (117,155)        (39,331)        (122,570)


NET INTEREST INCOME                                       78,351           221,663           62,211          178,249


Fee and commission income                                 18,974             58,029          14,351           43,642
Fee and commission expense                                (1,300)            (3,466)         (1,034)          (2,581)


NET FEE AND COMMISSION INCOME                             17,674             54,563          13,317           41,061


Net trading income/(expense)                                  (244)            (566)           (327)             161
Net loss on financial assets and liabilities
  designated at fair value through profit or loss              (19)             (143)             (9)            (126)
Net gain on financial investments                               31               120           3,158            6,507
Other operating income/(expense), net                         964             2,048            (305)             275


OPERATING INCOME                                          96,757           277,685           78,045          226,127

Operating expenses                                       (33,549)           (95,418)        (30,699)         (83,747)

Impairment losses on:
  Loans and advances to customers                         (8,243)           (17,986)          (4,405)        (13,653)
  Others                                                     116                166             (166)         (1,130)


OPERATING PROFIT                                          55,081           164,447           42,775          127,597
Share of profits and losses of associates and
  jointly-controlled entities                                 627             1,877             421            1,387


PROFIT BEFORE TAX                                         55,708           166,324           43,196          128,984
Income tax expense                                       (12,878)          (38,529)          (9,376)         (28,440)


PROFIT FOR THE PERIOD                                     42,830           127,795           33,820          100,544




                                                         11
Industrial and Commercial Bank of China Limited
Consolidated Income Statement — Prepared in accordance with IFRSs
(continued)
For the nine months ended 30 September 2010
(In RMB millions, unless otherwise stated)

                                              Three months       Nine months     Three months      Nine months
                                                     ended             ended            ended            ended
                                              30 September      30 September     30 September     30 September
                                                      2010              2010             2009             2009
                                                 (unaudited)       (unaudited)      (unaudited)      (unaudited)

Attributable to:
  Equity holders of the parent company               42,613          127,216           33,595          100,019
  Non-controlling interests                             217              579              225              525


                                                     42,830          127,795           33,820          100,544


EARNINGS PER SHARE ATTRIBUTABLE
 TO ORDINARY EQUITY HOLDERS OF
 THE PARENT COMPANY
 — Basic (in RMB Yuan)                                   0.13            0.38             0.10             0.30
 — Diluted (in RMB Yuan)                                 0.13            0.38             0.10             0.30


           Jiang Jianqing                     Yang Kaisheng                        Shen Rujun
              Chairman                   Vice Chairman, President         General Manager of the Finance
                                                                            and Accounting Department




                                                    12
Industrial and Commercial Bank of China Limited
Consolidated Statement of Comprehensive Income — Prepared in
accordance with IFRSs
For the nine months ended 30 September 2010
(In RMB millions, unless otherwise stated)

                                                        Three months      Nine months     Three months      Nine months
                                                               ended            ended            ended            ended
                                                        30 September     30 September     30 September     30 September
                                                                2010             2010             2009             2009
                                                           (unaudited)      (unaudited)      (unaudited)      (unaudited)

Profit for the period                                           42,830         127,795           33,820          100,544

Other comprehensive income/(loss) (after-tax, net):

  Net gain/(loss) on available-for-sale financial
    assets                                                      1,325            5,816           (5,500)          (7,743)
  Net loss on cash flow hedges                                     (59)            (129)              (1)              (2)
  Share of other comprehensive income of
    associates and jointly-controlled entities                   (433)            (527)            (54)           (1,115)
  Foreign currency translation differences                      3,144            1,387           1,811             7,354


Subtotal of other comprehensive income/(loss)
  for the period                                                3,977            6,547           (3,744)          (1,506)


Total comprehensive income for the period                      46,807         134,342           30,076           99,038


Total comprehensive income attributable to:
  Equity holders of the parent company                         46,568         133,756           29,684           98,062
  Non-controlling interests                                       239             586              392              976


                                                               46,807         134,342           30,076           99,038


           Jiang Jianqing                               Yang Kaisheng                       Shen Rujun
              Chairman                             Vice Chairman, President        General Manager of the Finance
                                                                                     and Accounting Department




                                                              13
Industrial and Commercial Bank of China Limited
Consolidated Statement of Financial Position — Prepared in accordance
with IFRSs
As at 30 September 2010
(In RMB millions, unless otherwise stated)

                                                                  30 September     31 December
                                                                          2010            2009
                                                                     (unaudited)       (audited)

ASSETS
Cash and balances with central banks                                  2,266,208       1,693,048
Due from banks and other financial institutions                          304,421         235,301
Financial assets held for trading                                        16,205          18,976
Financial assets designated at fair value through profit or loss             968           1,171
Derivative financial assets                                               10,254           5,758
Reverse repurchase agreements                                           366,015         408,826
Loans and advances to customers                                       6,412,354       5,583,174
Financial investments                                                 3,733,465       3,579,026
Investments in associates and jointly-controlled entities                38,880          36,278
Property and equipment                                                   94,734          95,684
Deferred income tax assets                                               17,535          18,696
Other assets                                                            156,848         109,115

TOTAL ASSETS                                                         13,417,887     11,785,053




                                                  14
Industrial and Commercial Bank of China Limited
Consolidated Statement of Financial Position — Prepared in accordance
with IFRSs (continued)
As at 30 September 2010
(In RMB millions, unless otherwise stated)

                                                                 30 September     31 December
                                                                         2010            2009
                                                                    (unaudited)       (audited)

LIABILITIES
Financial liabilities designated at fair value through profit
  or loss                                                                8,340          15,831
Derivative financial liabilities                                         10,416           7,773
Due to banks and other financial institutions                         1,009,438       1,001,634
Repurchase agreements                                                    2,999          36,060
Certificates of deposit and notes payable                                 8,406           1,472
Due to customers                                                    11,282,590       9,771,277
Income tax payable                                                      26,602          22,231
Deferred income tax liabilities                                            218             178
Bond payable                                                            96,949          75,000
Other liabilities                                                      212,424         174,663

TOTAL LIABILITIES                                                   12,658,382      11,106,119

EQUITY
Equity attributable to equity holders of the parent company
  Issued share capital                                                334,019         334,019
  Reserves                                                            230,732         221,114
  Retained profits                                                     189,081         118,760

                                                                      753,832         673,893
Non-controlling interests                                               5,673           5,041

TOTAL EQUITY                                                          759,505         678,934

TOTAL EQUITY AND LIABILITIES                                        13,417,887      11,785,053


         Jiang Jianqing                    Yang Kaisheng                  Shen Rujun
            Chairman                  Vice Chairman, President   General Manager of the Finance
                                                                   and Accounting Department




                                                  15
Industrial and Commercial Bank of China Limited
Consolidated Statement of Cash Flows — Prepared in accordance with
IFRSs
For the nine months ended 30 September 2010
(In RMB millions, unless otherwise stated)

                                                                 Nine months      Nine months
                                                                       ended            ended
                                                                30 September     30 September
                                                                        2010             2009
                                                                   (unaudited)      (unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES
Profit before tax                                                     166,324          128,984
Adjustments for:
  Share of profits and losses of associates and
     jointly-controlled entities                                       (1,877)         (1,387)
  Depreciation                                                          8,061           7,136
  Amortisation                                                            950           2,237
  Amortisation of financial investments                                 (5,813)         (1,316)
  Impairment losses on loans and advances to customers                 17,986          13,653
  Impairment losses on assets other than loans and advances
     to customers                                                        (166)           1,130
  Unrealised foreign exchange difference                                2,238            4,357
  Interest expense on bonds                                             1,938            1,136
  Accreted interest on impaired loans                                    (641)            (984)
  Gain on disposal of available-for-sale financial assets, net             (76)          (6,454)
  Net trading gain on equity investments                                   (9)             (24)
  Net gain on disposal of property and equipment and
     other assets (other than repossessed assets)                        (165)           (220)
  Dividend income                                                         (44)            (54)

                                                                     188,706          148,194

Net decrease/(increase) in operating assets:
  Due from central banks                                             (399,743)       (209,559)
  Due from banks and other financial institutions                       18,911          27,619
  Financial assets held for trading                                     2,911           8,066
  Financial assets designated at fair value through
    profit or loss                                                         232             397
  Reverse repurchase agreements                                       219,847        (411,501)
  Loans and advances to customers                                    (855,646)     (1,020,083)
  Other assets                                                        (43,305)         19,808

                                                                   (1,056,793)     (1,585,253)


                                                 16
Industrial and Commercial Bank of China Limited
Consolidated Statement of Cash Flows — Prepared in accordance with
IFRSs (continued)
For the nine months ended 30 September 2010
(In RMB millions, unless otherwise stated)

                                                             Nine months      Nine months
                                                                   ended            ended
                                                            30 September     30 September
                                                                    2010             2009
                                                               (unaudited)      (unaudited)

Net increase/(decrease) in operating liabilities:
  Financial liabilities designated at fair value through
     profit or loss                                                 (7,491)          4,935
  Due to banks and other financial institutions                      9,478         317,957
  Repurchase agreements                                           (33,061)          1,398
  Certificates of deposit and notes payable                         (6,934)            712
  Due to customers                                              1,517,188       1,527,671
  Other liabilities                                                51,642         (12,955)

                                                                1,530,822       1,839,718

Net cash inflow from operating activities before tax              662,735          402,659
Income tax paid                                                  (34,879)         (60,463)

Net cash inflow from operating activities                         627,856          342,196

CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment and other assets               (7,759)          (6,665)
Proceeds from disposal of property and equipment and
  other assets (other than repossessed assets)                        635             456
Purchases of financial investments                              (1,746,518)     (1,080,943)
Proceeds from sale and redemption of financial investments       1,604,874         740,187
Investments in associates and jointly-controlled entities            (823)             (5)
Dividends received                                                    999             465
Disposal of a subsidiary                                             (528)             —
Acquisition of subsidiaries                                        (2,929)             —

Net cash outflow from investing activities                        (152,049)       (346,505)




                                                  17
Industrial and Commercial Bank of China Limited
Consolidated Statement of Cash Flows — Prepared in accordance with
IFRSs (continued)
For the nine months ended 30 September 2010
(In RMB millions, unless otherwise stated)

                                                                Nine months      Nine months
                                                                      ended            ended
                                                               30 September     30 September
                                                                       2010             2009
                                                                  (unaudited)      (unaudited)

CASH FLOWS FROM FINANCING ACTIVITIES
Capital contribution from non-controlling shareholders                   230              —
Proceeds from issuance of convertible bonds                           25,000              —
Proceeds from issuance of subordinated bonds                          22,000          40,000
Interest paid on bonds                                                (2,597)         (1,168)
Repayment of debts issued                                            (22,000)             —
Cash paid for other financing activities                                 (128)             —
Dividends paid on ordinary shares                                    (56,783)        (55,113)
Dividends paid to non-controlling shareholders                          (196)            (38)

Net cash outflow from financing activities                             (34,474)        (16,319)

NET INCREASE/(DECREASE) IN CASH AND
  CASH EQUIVALENTS                                                  441,333          (20,628)
Cash and cash equivalents at beginning of the period                409,394          607,291
Effect of exchange rate changes on cash and cash equivalents         (2,850)            (294)

CASH AND CASH EQUIVALENTS AT END OF
 THE PERIOD                                                         847,877          586,369

NET CASH INFLOW/(OUTFLOW) FROM OPERATING
   ACTIVITIES INCLUDES:
Interest received                                                    327,353         294,517
Interest paid                                                       (106,394)       (122,545)


        Jiang Jianqing                   Yang Kaisheng                  Shen Rujun
           Chairman                 Vice Chairman, President   General Manager of the Finance
                                                                 and Accounting Department




                                                18
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.




                                                  (Stock Code: 1398)


                   ANNOUNCEMENT OF THE RESOLUTIONS
                      OF THE BOARD OF DIRECTORS
A meeting of the board of directors (the “Meeting”) of Industrial and Commercial Bank of China
Limited (the “Bank”) was held at the Bank’s head office in Beijing on 28 October 2010. There were
16 directors eligible for attending the Meeting and all of the 16 directors attended the Meeting. Mr.
Leung Kam Chung, Antony attended the Meeting by telephone conference. Mr. Yang Kaisheng,
Vice-Chairman, appointed Mr. Jiang Jianqing, Chairman, to attend the Meeting and exercise
the voting right on his behalf. Ms. Wang Lili appointed Mr. Li Xiaopeng to attend the Meeting
and exercise the voting right on her behalf. The Meeting was convened in compliance with the
provisions of the laws, administrative rules and regulations, the Articles of Association of Industrial
and Commercial Bank of China Limited (the “Articles”).

Mr. Jiang Jianqing, Chairman, presided over the Meeting and the attending directors considered and
passed the following proposals:

1. Proposal on the Third Quarterly Report of 2010

     Voting result of this proposal: 16 valid votes, 16 voted in favour of this proposal, 0 voted
     against and 0 abstained from voting.

     Details are available on the website of the Shanghai Stock Exchange (www.sse.com.cn).

2. Proposal on the Investment in AXA-Minmetals Assurance Co., Ltd.

     Voting result of this proposal: 16 valid votes, 15 voted in favour of this proposal, 0 voted
     against and 1 abstained from voting.

3. Proposal on the Appointment of Mr. Hu Hao as Board Secretary of
   Industrial and Commercial Bank of China Limited

     Voting result of this proposal: 16 valid votes, 16 voted in favour of this proposal, 0 voted
     against and 0 abstained from voting.

                                                              1
     Due to change of job assignment, Mr. Gu Shu has tendered his resignation from his positions
     as Board Secretary, Company Secretary and Authorised Representative of the Bank with effect
     from 28 October 2010. Mr. Gu has confirmed that there is no disagreement with the Board and
     there is no matter relating to Mr. Gu’s resignation that needs to be brought to the attention of
     the shareholders of the Bank. It was resolved at the Meeting that Mr. Hu Hao be appointed
     as Board Secretary, Company Secretary and Authorised Representative of the Bank. The
     qualification of Mr. Hu as Board Secretary of the Bank is subject to the approval by the China
     Banking Regulatory Commission (“CBRC”). The Bank has applied to The Stock Exchange
     of Hong Kong Limited for, and The Stock Exchange of Hong Kong Limited has granted, a
     waiver from strict compliance with the requirements under Rules 8.17 and 19A.16 of the Rules
     Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited for a period
     of three years in respect of the appointment of Mr. Hu as a Company Secretary of the Bank. Mr.
     Hu Hao’s biography is set out in Appendix 1.

     Independent directors of the Bank do not have any objection to the abovementioned
     appointment.

     Mr. Gu Shu has made outstanding contributions in management-related areas such as corporate
     governance, operation of the Board, strategic mergers and acquisitions and investors relation
     when serving as Board Secretary of the Bank. He was repeatedly honored as an Excellent Board
     Secretary by regulatory authorities and relevant institutions. The Bank would like to express its
     sincere gratitude to Mr. Gu Shu for his contributions to the Bank during his tenure of services.

4. Proposal on the Appointment of Mr. Lin Xiaoxuan as Chief Information
   Officer of Industrial and Commercial Bank of China Limited
     Voting result of this proposal: 16 valid votes, 16 voted in favour of this proposal, 0 voted
     against and 0 abstained from voting.

     It was resolved at the Meeting that Mr. Lin Xiaoxuan be appointed as Chief Information Officer
     of the Bank, subject to approval by the CBRC. Mr. Lin Xiaoxuan’s biography is set out in
     Appendix 2.

     Independent directors of the Bank do not have any objection to the abovementioned
     appointment.

                                                                 The Board of Directors of
                                                    Industrial and Commercial Bank of China Limited

Beijing, PRC
28 October 2010

As at the date of this announcement, the board of directors comprises Mr. JIANG Jianqing, Mr. YANG Kaisheng, Ms. WANG
Lili and Mr. Li Xiaopeng as executive directors, Mr. HUAN Huiwu, Mr. GAO Jianhong, Ms. LI Chunxiang, Mr. LI Jun, Mr. LI
Xiwen and Mr. WEI Fusheng as non-executive directors, Mr. LEUNG Kam Chung, Antony, Mr. QIAN Yingyi, Mr. XU Shanda,
Mr. WONG Kwong Shing, Frank, Sir Malcolm Christopher McCARTHY and Mr. Kenneth Patrick CHUNG as independent non-
executive directors.

Appendices:

1. Biography of Mr. Hu Hao

2. Biography of Mr. Lin Xiaoxuan


                                                          2
Appendix 1

                                  Biography of Hu Hao
Hu Hao (     ), male, PRC national, was born in June 1962.

Mr. Hu Hao has served as General Manager of the International Business Department of Industrial
and Commercial Bank of China Limited since July 2008. Mr. Hu joined Industrial and Commercial
Bank of China in 1984, serving successively as the Deputy General Manager of the Corporate and
Commercial Loan Department, the Deputy General Manager of the Credit Management Department
and the General Manager of the Institution Operations Department. He previously served as the
President of Chinese Mercantile Bank, the Chairman of Industrial and Commercial Bank of China
Luxembourg S.A. and Deputy Director General of Construction and Administration Bureau of
South-to-North Water Diversion Middle Route Project. Currently, Mr. Hu is also a Director of
Industrial and Commercial Bank of China (Asia) Limited, Xiamen International Bank, Taiping
General Insurance Company Limited and Taiping Life Insurance Company Limited. Mr. Hu expects
to resign from the position of the director of Taiping General Insurance Company Limited and
Taiping Life Insurance Company Limited in due course.

Mr. Hu Hao graduated from Hunan University with a Bachelor’s degree in Economics and received
a Doctorate degree in Economics from the Graduate School of the Chinese Academy of Social
Sciences. Mr. Hu holds a qualification certificate of senior economist.




                                               3
Appendix 2

                               Biography of Lin Xiaoxuan
Lin Xiaoxuan (        ), male, PRC national, was born in February 1965.

Mr. Lin Xiaoxuan served as General Manager of Information and Technology Department of
Industrial and Commercial Bank of China Limited from July 2001 and until July 2009, since when
he has served as Chief Officer of Information and Technology, and concurrently General Manager
of Information and Technology Department, of Industrial and Commercial Bank of China Limited.
Mr. Lin joined Industrial and Commercial Bank of China (“ICBC”) in 1989 and served as Chief of
Technology Protection Section and Head of Software Development and Operation Centre of ICBC
Fujian Branch, Deputy General Manager of Technology Protection Department of ICBC Head
Office and later General Manager of Information and Technology Department of ICBC, and for a
certain period of time concurrently served as General Manager of Data Centre of ICBC. Currently,
Mr. Lin is also the President of Financial Computer of China Magazine.

Mr. Lin Xiaoxuan graduated from East China Normal University and acquired a Master’s Degree
in Engineering. Mr. Lin Xiaoxuan has obtained the professional and technological qualification of a
Research Fellow.




                                                4
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.




                                                  (Stock Code: 1398)


             CHANGE OF COMPANY SECRETARY AND
         APPOINTMENT OF CHIEF INFORMATION OFFICER

 The Board announces that Mr. Gu Shu has resigned from his positions as Board Secretary,
 Company Secretary and Authorised Representative of the Bank with effect from 28 October 2010
 and Mr. Hu Hao has been appointed to replace Mr. Gu. In addition, Mr. Lin Xiaoxuan has been
 appointed Chief Information Officer of the Bank.


Change of Company Secretary
The Board of Directors (the “Board”) of Industrial and Commercial Bank of China Limited (the
“Bank”) announces that due to change of job assignment, Mr. Gu Shu has tendered his resignation
from his positions as Board Secretary, Company Secretary and Authorised Representative of the
Bank with effect from 28 October 2010. Mr. Gu has confirmed that there is no disagreement with
the Board and there is no matter relating to Mr. Gu’s resignation that needs to be brought to the
attention of the shareholders of the Bank. Mr. Hu Hao has been appointed by the Board to replace
Mr. Gu as Board Secretary, Company Secretary and Authorised Representative of the Bank. The
qualification of Mr. Hu as Board Secretary of the Bank is subject to the approval by the China
Banking Regulatory Commission (the “CBRC”). Mr. Hu will be assisted by Ms. Tsang Mei
Kuen in discharging his functions as a Company Secretary of the Bank. Ms. Tsang is an associate
member of each of The Hong Kong Institute of Company Secretaries and The Institute of Chartered
Secretaries and Administrators, U.K.. The Bank has applied to The Stock Exchange of Hong Kong
Limited for, and The Stock Exchange of Hong Kong Limited has granted, a waiver from strict
compliance with the requirements under Rules 8.17 and 19A.16 of the Rules Governing the Listing
of Securities on The Stock Exchange of Hong Kong Limited for a period of three years in respect of
the appointment of Mr. Hu as a Company Secretary of the Bank.

The biographical details of Mr. Hu Hao are set out below:

Hu Hao (         ), male, PRC national, was born in June 1962.




                                                              1
Mr. Hu Hao has served as General Manager of the International Business Department of the
Bank since July 2008. Mr. Hu joined Industrial and Commercial Bank of China in 1984, serving
successively as the Deputy General Manager of the Corporate and Commercial Loan Department,
the Deputy General Manager of the Credit Management Department and the General Manager of
the Institution Operations Department. He previously served as the President of Chinese Mercantile
Bank, the Chairman of Industrial and Commercial Bank of China Luxembourg S.A. and Deputy
Director General of Construction and Administration Bureau of South-to-North Water Diversion
Middle Route Project. Currently, Mr. Hu is also a Director of Industrial and Commercial Bank of
China (Asia) Limited, Xiamen International Bank, Taiping General Insurance Company Limited
and Taiping Life Insurance Company Limited. Mr. Hu expects to resign from the position of the
director of Taiping General Insurance Company Limited and Taiping Life Insurance Company
Limited in due course.

Mr. Hu Hao graduated from Hunan University with a Bachelor’s degree in Economics and received
a Doctorate degree in Economics from the Graduate School of the Chinese Academy of Social
Sciences. Mr. Hu holds a qualification certificate of senior economist.

Mr. Gu Shu has made outstanding contributions in management-related areas such as corporate
governance, operation of the Board, strategic mergers and acquisitions and investors relation when
serving as the Board Secretary of the Bank. He was repeatedly honored as an Excellent Board
Secretary by regulatory authorities and relevant institutions. The Bank would like to express its
sincere gratitude to Mr. Gu Shu for his contributions to the Bank during his tenure of services.

Appointment of Chief Information Officer

The Board announces that Mr. Lin Xiaoxuan has been appointed as Chief Information Officer of the
Bank, subject to approval by the CBRC.

The biographical details of Mr. Lin Xiaoxuan are set out below:

Lin Xiaoxuan (        ), male, PRC national, was born in February 1965.

Mr. Lin Xiaoxuan served as General Manager of Information and Technology Department of the
Bank from July 2001 and until July 2009, since when he has served as Chief Officer of Information
and Technology, and concurrently General Manager of Information and Technology Department, of
the Bank. Mr. Lin joined Industrial and Commercial Bank of China (“ICBC”) in 1989 and served
as Chief of Technology Protection Section and Head of Software Development and Operation
Centre of ICBC Fujian Branch, Deputy General Manager of Technology Protection Department of
ICBC Head Office and later General Manager of Information and Technology Department of ICBC,
and for a certain period of time concurrently served as General Manager of Data Centre of ICBC.
Currently, Mr. Lin is also the President of Financial Computer of China Magazine.

Mr. Lin Xiaoxuan graduated from East China Normal University and acquired a Master’s Degree
in Engineering. Mr. Lin Xiaoxuan has obtained the professional and technological qualification of a
Research Fellow.




                                                2
The Bank and Mr. Lin Xiaoxuan have not entered into any service contract which provides for a
specified length of service. Mr. Lin Xiaoxuan is entitled to receive salary, discretionary bonus, other
benefits and contributions to pension scheme in accordance with the Bank’s emolument policy. The
remuneration of Mr. Lin Xiaoxuan will be determined with reference to his duties, responsibilities
and experience, and to prevailing market conditions.

Except as stated above, Mr. Lin Xiaoxuan has not held any other directorships in any listed public
companies in the last three years. Further, Mr. Lin Xiaoxuan does not have any relationship with
any directors, senior management or substantial shareholders or controlling shareholders of the
Bank and does not have any interests in the shares of the Bank within the meaning of Part XV of the
Hong Kong Securities and Futures Ordinance.

Save as disclosed herein, there are no other matters relating to the appointment of Mr. Li Xiaoxuan
that need to be brought to the attention of the shareholders of the Bank nor is there any information
to be disclosed pursuant to any of the requirements of Rule 13.51(2) of the Rules Governing the
Listing of Securities on The Stock Exchange of Hong Kong Limited.

                                                                    The Board of Directors of
                                                       Industrial and Commercial Bank of China Limited

28 October 2010

As at the date of this announcement, the board of directors comprises Mr. JIANG Jianqing, Mr. YANG Kaisheng, Ms. WANG Lili
and Mr. Li Xiaopeng as executive directors, Mr. HUAN Huiwu, Mr. GAO Jianhong, Ms. LI Chunxiang, Mr. LI Jun, Mr. LI Xiwen
and Mr. WEI Fusheng as non-executive directors, Mr. LEUNG Kam Chung, Antony, Mr. QIAN Yingyi, Mr. XU Shanda,
Mr. WONG Kwong Shing, Frank, Sir Malcolm Christopher McCARTHY and Mr. Kenneth Patrick CHUNG as independent non-
executive directors.




                                                            3
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.




                                                  (Stock Code: 1398)


  ANNOUNCEMENT IN RELATION TO THE INVESTMENT IN
        AXA-MINMETALS ASSURANCE CO., LTD.
As approved by the Board of Directors on 28 October 2010, Industrial and Commercial Bank
of China Limited (the “Bank”) will purchase part of AXA CHINA’s equity interest in AXA-
Minmetals Assurance Co., Ltd. (the “Joint Venture Company”) and part of China Minmetals
Corporation’s equity interest in the Joint Venture Company (the “Transaction”). Pursuant to
the agreement, the Bank shall acquire 60% equity interest in the Joint Venture Company in
consideration of RMB1.2 billion and become the controlling shareholder of the Joint Venture
Company. AXA CHINA and China Minmetals Corporation will each hold 27.5% and 12.5% equity
interest in the Joint Venture Company, respectively. The Transaction is subject to all necessary
approvals from competent regulatory authorities.

After completion of the Transaction, the shareholders will enter into strategic cooperation with the
Joint Venture Company and promote the business development of the Joint Venture Company in
China.

                                                                    The Board of Directors of
                                                       Industrial and Commercial Bank of China Limited

Beijing, PRC
28 October 2010

As at the date of this announcement, the board of directors comprises Mr. JIANG Jianqing, Mr. YANG Kaisheng, Ms. WANG Lili
and Mr. Li Xiaopeng as executive directors, Mr. HUAN Huiwu, Mr. GAO Jianhong, Ms. LI Chunxiang, Mr. LI Jun, Mr. LI Xiwen
and Mr. WEI Fusheng as non-executive directors, Mr. LEUNG Kam Chung, Antony, Mr. QIAN Yingyi, Mr. XU Shanda,
Mr. WONG Kwong Shing, Frank, Sir Malcolm Christopher McCARTHY and Mr. Kenneth Patrick CHUNG as independent
non-executive directors.

								
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