PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. (Registered in the People’s Republic of China) Financial Statements Prepared in accordance with International Financial Reporting Standards For the year ended 31 December 2012 together with the auditors’ report PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. Contents Pages Report of the Directors Independent Auditors’ Report 1-8 9 Audited Financial Statements Consolidated Income Statement 10 Consolidated Statement of Comprehensive Income 11 Consolidated Statement of Financial Position 12 - 13 Consolidated Statement of Changes in Equity 14 - 15 Consolidated Statement of Cash Flows 16 Statement of Financial Position 17 Notes to Financial Statements 18 - 170 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS All members of the Board of Directors present their annual report and the audited consolidated financial statements of the Company and its subsidiaries (the “Group”) for the year ended December 31, 2012. 1. PRINCIPAL ACTIVITIES The principal activities of the Group comprise the provision of a wide range of financial products and services with a focus on the three core businesses namely, insurance, banking and investment. There were no significant changes in the nature of the Group’s principal activities during the year. 2. MAJOR CUSTOMERS In the year under review, operating income from the Group’s five largest customers accounted for less than 1% of the total operating income for the year. None of the Directors of the Company or any of their associates or any shareholders (which, to the best knowledge of the Directors, own more than 5% of the Company’s issued share capital) had any beneficial interest in the Group’s five largest customers. 3. SUMMARY FINANCIAL INFORMATION A summary of the published results, assets and liabilities of the Group for the last five financial years is set out in “Five-Year Summary”. 4. IMPLEMENTATION OF CASH DIVIDEND POLICY AND PROFIT DISTRIBUTION PROPOSAL DURING THE REPORTING PERIOD Cash Dividend Policy According to rule 213 of the Articles of Association, the Company shall attach importance to the reasonable investment returns of investors in terms of its profit distribution. The profit distribution policy of the Company shall maintain its continuity and stability. The accumulated profit to be distributed in cash for any three consecutive years shall not be less than 30% of the average annual distributable profit realized in the three years, provided that the annual distributable profits of the Company (namely profits after tax of the Company after covering the losses and making contributions to the revenue reserve) are positive in value and such distributions are in compliance with the prevailing laws and regulations and the requirements of regulatory authorities for solvency ratio. In determining the specific ratio of distribution of cash dividend, the Company shall take into account its profit, cash flow, solvency and operation and business development requirements. The board of directors of the Company shall be responsible for formulating and implementing a distribution plan according to the provisions of these Articles of Association. In preparing profit distribution plans, the board of directors of the Company shall listen and absorb views and advice from shareholders (in particular, the minority shareholders), independent directors and independent supervisors through various ways. Independent directors of the Company shall express their independent opinions on the profit distribution plans. When a specific cash dividends distribution plan is put forward for consideration at a general meeting, a variety of channels shall be provided for communication and opinion exchange with shareholders (in particular, the minority shareholders), whose opinions and demands shall be fully heard and prompt response shall be given to any issues the minority shareholders are concerned. 1 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS 4. IMPLEMENTATION OF CASH DIVIDEND POLICY AND PROFIT DISTRIBUTION PROPOSAL DURING THE REPORTING PERIOD (continued) Cash Dividend Policy (continued) Where adjustment to our profit distribution policy is required due to the applicable national laws and regulations and new rules promulgated by the CSRC regarding profit distribution policies of listed companies or significant changes in the external business environment and/or operating situations of the Company, it shall be done for the purpose of safeguarding the shareholders’ interests and in strict compliance with the decision-making process. To this end, the board of directors of the Company shall work out an adjustment plan based on the operating situations of the Company and the relevant regulations of the CSRC, and then submit the same to the general meeting for consideration and approval. Implementation of the adjustment plan is conditional upon approval by shareholders (including their proxies) holding more than two-thirds of voting rights present at the general meeting. Implementation of Profit Distribution Proposal The 2011 annual profit distribution proposal of the Company was considered and passed at the 2011 Annual General Meeting of the Company held on June 27, 2012, the Company will pay in cash the 2011 final dividend of RMB0.25 (tax inclusive) per share, in a total amount of RMB1,979,035,523, based on its total share capital of 7,916,142,092 by the date of the Annual General Meeting. The record date for the distribution of dividends was July 13, 2012. The dividend distribution date was July 27, 2012. The interim profit distribution proposal for 2012 was considered and passed by the 2nd meeting of the 9th session of the Board of Directors of the Company held on August 23, 2012, the Company will pay in cash the interim dividend of RMB0.15 (tax inclusive) per share for 2012, in a total amount of RMB1,187,421,313.80, based on its total share capital of 7,916,142,092. The Independent Non-executive Directors of the Company had agreed with the distribution proposal unanimously. The record date of A Shares for the distribution of dividends was September 25, 2012, and the record date of H Shares was October 3, 2012. The dividend distribution date was October 22, 2012. The above profit distribution proposal was in line with the Articles of Association and relevant deliberation procedures and had fully protected the legitimate interests of medium and small investors. The announcement on the resolution of the general meeting and the board meeting were published on China Securities Journal, Shanghai Securities News, Securities Times and Securities Daily on June 28, 2012 and August 24, 2012, respectively. The announcements regarding the distribution of 2011 final dividend and 2012 interim dividend of the Company were published on the websites of SSE and HKEx, and in China Securities Journal, Shanghai Securities News, Securities Times and Securities Daily printed on July 10, 2012 and September 20, 2012, respectively. The implementation of the above-mentioned distribution proposals have been completed. 2 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS 5. ANNUAL RESULTS AND PROFIT DISTRIBUTION The Group’s results in 2012 are set out in the section titled “FINANCIAL STATEMENTS”. As stated in the 2012 audited financial statements of the Group prepared under CAS, the net profit attributable to shareholders of the parent company was RMB20,050 million and net profit of the parent Company was RMB7,355 million. Pursuant to the Articles of Association and other relevant requirements, the Company shall make appropriation to the statutory surplus reserve fund based on 10% of the net profit of the Company as shown in the financial statements under CAS before determining the profit available for distribution to shareholders. Appropriation to the statutory surplus reserve fund may cease to apply if the balance of the statutory surplus reserve fund reached an amount equal to 50% of the registered capital of the Company. After making the above profit distribution and taking into account the retained profit carried forward from last year, according to the Articles of Association and other relevant requirements, the profit available for distribution to shareholders was RMB26,819 million. The Company had distributed an interim dividend of RMB0.15 (tax inclusive) per share for 2012, which amounted to a total of RMB1,187,421,313.80. The Company proposes to distribute a final dividend of RMB0.30 (tax inclusive) per share in cash for 2012, which will amount to RMB2,374,842,627.60 based on a total share capital of 7,916,142,092 shares, with the remaining retained profit being carried forward to 2013. The above proposal will be implemented upon approval at the 2012 Annual General Meeting. The profit distribution proposal is in line with the Articles of Association and relevant deliberation procedures and fully protects the legitimate interests of medium and small investors. The Independent Non-executive Director has made independent opinion to agree with the profit distribution proposal. The Company has no plan to capitalize from capital reserve and surplus reserve. Particulars on dividend payouts of the Company over the past three years are set out as follows: (in RMB million) 2011(2) 2010(2) 2009(2) Cash dividend issued for each share during the year (in RMB yuan) 0.40 0.55 0.45 Cash dividend amount (including tax)(1) (in RMB million) 3,166 4,204 3,395 Net profit attributable to shareholders of the parent company (in RMB million) 19,475 17,311 13,883 Ratio (%) 16.3 24.3 24.5 (1) Cash dividends include interim dividend and final dividend of the year. (2) Profit distribution for each year has been completed during their corresponding years. 3 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS 6. DISTRIBUTABLE RESERVES As at December 31, 2012, the Company’s reserves available for distribution totalled RMB26,819 million, of which RMB2,375 million has been proposed as a final dividend for the year. The retained profits were carried forward to 2013. In addition, the Company’s capital reserve and surplus reserve fund, in the amount of RMB90,488 million, may be distributed by a future capitalization issue. 7. MANAGEMENT DISCUSSION AND ANALYSIS For management discussion and analysis, please refer to the section headed “Management Discussion and Analysis”. 8. PARTICULARS ON INVESTMENT DURING THE REPORTING PERIOD The non-raised fund of the Company mainly comes from its core insurance business. The Company has been strictly following the relevant requirements of CIRC on the application of insurance fund. All investment in relation to insurance fund was conducted in the normal course of operation. 9. EQUITY INVESTMENT DURING THE REPORTING PERIOD For equity investment during the reporting period, please refer to the section headed “Significant Events”. 10. SHARE CAPITAL The change in the share capital of the Company in 2012 and the share capital structure of the Company as at December 31, 2012 are set out in “Changes in the Share Capital and Shareholders’ Profile”. 11. RESERVES Details of movements in the reserves of the Company and the Group during the year are set out in note 33 to the financial statements and in the “Consolidated Statement of Changes in Equity”, respectively. 12. CHARITABLE DONATIONS Charitable donations made by the Company during 2012 totalled RMB49 million. 13. PROPERTY AND EQUIPMENT AND INVESTMENT PROPERTIES Details of movements in investment properties and property and equipment of the Group during the year are set out in notes 28 and 29 to the financial statements, respectively. 14. PRE-EMPTIVE RIGHTS There are no provisions regarding pre-emptive rights under the Company Law of PRC or the Articles of Association, which would oblige the Company to issue new shares to its existing shareholders in proportion to their existing shareholdings. 4 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS 15. PURCHASE, REDEMPTION OR SALE OF LISTED SECURITIES OF THE COMPANY Neither the Company, nor any of its subsidiaries, had purchased, sold or redeemed any of the Company’s listed shares during the reporting period. 16. DIRECTORS AND SUPERVISORS The information about Directors and Supervisors of the Company are set out in “Corporate Governance Report” and “Report of the Supervisory Committee”. 17. BIOGRAPHICAL DETAILS OF DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT Biographical details of Directors, Supervisors and Senior Management are set out in “Directors, Supervisors, Senior Management and Employees”. 18. DIRECTORS’ AND SUPERVISORS’ SERVICE CONTRACTS AND REMUNERATION According to the resolutions of the 25th Meeting of the 7th Session of the Board of Directors and the 2nd Meeting of the 7th Session of the Supervisory Committee of the Company, the Company entered into service contracts with all Directors of the 9th Session of the Board of Directors and all Supervisors of the 7th Session of the Supervisory Committee, respectively in July 2012 and August 2012. Terms, duties, remuneration expenses and confidentiality duties of Directors and Supervisors, and commencement and termination of contracts were specified in the service contracts. As of December 31, 2012, no Directors or Supervisors had a service contract with the Company which was not terminable by the Company within one year without payment of compensation other than statutory compensation. Details of remuneration of the Directors and Supervisors for the year ended December 31, 2012 are set out in note 49 to the financial statements. 19. DIRECTORS’ AND SUPERVISORS’ INTERESTS IN MATERIAL CONTRACTS No Directors or Supervisors had a material interest, directly or indirectly, in any contract of significance to the business of the Group to which the Company or any of its subsidiaries was a party during 2012. 20. DIRECTORS’ AND SUPERVISORS’ INTERESTS AND SHORT POSITIONS IN SHARES Details of Directors’ and Supervisors’ interests and short positions in shares are set out in the section titled “Directors, Supervisors, Senior Management and Employees”. 5 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS 21. DIRECTORS’ AND SUPERVISORS’ RIGHTS TO ACQUIRE SHARES At no time during the year were rights to acquire benefits by means of the acquisition of shares in or debentures of the Company granted to any Directors, Supervisors or their respective spouse or minor children, nor were any such rights exercised by them, or was the Company, or any of its subsidiaries a party to any arrangement to enable the Directors or Supervisors to acquire such rights in any other body corporate. 22. DIRECTORS’ AND SUPERVISORS’ INTERESTS IN A COMPETING BUSINESS During 2012 and up to the date of this annual report, the following person is considered to have interests in a business which competes or is likely to compete, directly or indirectly, with the business of the Group, as defined in the HKEx Listing Rules, as set out below: Mr. Wong Tung Shun Peter, a former Non-executive Director of the Company, is the Chief Executive of HSBC, a Group Managing Director of HSBC Holdings and a member of the Group Management Board, and a Chairman of HSBC Bank (China) Company Limited which is the largest among foreign banks in mainland China and offers a wide range of banking and financial services by an ever-expanding network. As Ping An Bank, a subsidiary of the Company, is primarily engaged in commercial banking business in the PRC as approved by the CBRC, the authorized banking business of HSBC has, to a certain extent, overlapped and thus may compete with that of Ping An Bank. As at December 7, 2012, Mr. Wong Tong Shun Peter had resigned as a Non-executive Director of the Company, therefore the abovementioned competing business no longer exists. Save as disclosed, as far as the Directors are aware, none of the Directors and Supervisors had any competing interest in a business, which competes or is likely to compete, either directly or indirectly, with the Group’s business. 23. BOARD COMMITTEES The Company has established a Strategy and Investment Committee, an Audit and Risk Management Committee, a Remuneration Committee and a Nomination Committee. For details regarding these Board committees, please see the relevant sections in the “Corporate Governance Report”. 24. SUBSTANTIAL SHAREHOLDERS’ AND OTHER PERSONS’ INTERESTS AND SHORT POSITIONS IN SHARES AND UNDERLYING SHARES For details regarding substantial shareholders’ and other persons’ interests and short positions in shares and underlying shares, please refer to section entitled “Changes in the Share Capital and Shareholders’ Profile”. 6 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS 25. CONTINUING CONNECTED TRANSACTIONS For details regarding continuing connected transactions, please refer to section entitled “Significant Events”. 26. POST BALANCE SHEET EVENTS Details of the significant post balance sheet events of the Group are set out in note 55 to the financial statements. 27. COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE CONTAINED IN APPENDIX 14 TO THE LISTING RULES None of the Directors of the Company is aware of any information that would reasonably indicate that the Company did not meet the applicable Code Provisions set out in the former Corporate Governance Code for any part of the period from January 1, 2012 to March 31, 2012 and the applicable Code Provisions set out in the revised Corporate Governance Code for any part of the period from April 1, 2012 to December 31, 2012, except that Mr. Ma Mingzhe has occupied the positions of both the Chairman of the Board of Directors and Chief Executive Officer of the Company, and some Non-executive Directors (including Independent Non-executive Directors) failed to attend certain general meetings. Further details of the Company’s arrangements and considered reasons for the Company’s intention not to separate the roles of the Chairman of the Board of Directors and the Chief Executive Officer of the Company are set out under the section headed “Corporate Governance Report”. Details regarding attendance of the Directors of the Company at general meetings during the year are set out under “Shareholders and General Meeting” in “Corporate Governance Report”. 28. ESTABLISHMENT AND IMPLEMENTATION OF THE ADMINISTRATION SYSTEM FOR INSIDER INFORMATION AND REGISTRATION Details of the establishment and implementation of the administration system for insider information and registration are set out in “Establishment and Perfection of Corporate Governance System” to “Corporate Governance Report”. 29. AUDITORS According to the resolutions of the 2011 Annual General Meeting of the Company, the Company re-appointed Ernst & Young Hua Ming LLP as the PRC auditors of the Company for financial statements prepared in accordance with PRC Accounting Standards and Ernst & Young as the international auditors of the Company for financial statements prepared in accordance with International Financial Reporting Standards (hereinafter refer to “Ernst & Young”), and appointed Ernst & Young as the auditors of the company for internal control in 2012. As of the end of the reporting period, Ernst & Young has been providing audit services to the Company for eleven consecutive years. 7 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. REPORT OF THE DIRECTORS 30. SUFFICIENCY OF PUBLIC FLOAT Based on the information that is publicly available to the Company and within the knowledge of the Directors as at the latest practicable date prior to the issue of this annual report, being March 14, 2013, at all times during the year ended December 31, 2012, not less than 20% of the issued share capital of the Company (being the minimum public float applicable to the shares of the Company) was held in public hands. By order of the Board of Directors Ma Mingzhe Chairman and Chief Executive Officer Shenzhen, PRC March 14, 2013 8 INDEPENDENT AUDITORS’ REPORT To the shareholders of Ping An Insurance (Group) Company of China, Ltd. (Registered in the People’s Republic of China with limited liability) We have audited the consolidated financial statements of Ping An Insurance (Group) Company of China, Ltd. (the “Company”) and its subsidiaries (together, the “Group”) set out on pages 10 to 170, which comprise the consolidated and company statements of financial position as at 31 December 2012 and the consolidated income statement, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory information. Directors’ responsibility for the consolidated financial statements The directors of the Company are responsible for the preparation of consolidated financial statements that give a true and fair view in accordance with International Financial Reporting Standards and the disclosure requirements of the Hong Kong Companies Ordinance, and for such internal control as the directors determine is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditors’ responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. Our report is made solely to you, as a body, and for no other purpose. We do not assume responsibility towards or accept liability to any other person for the contents of this report. We conducted our audit in accordance with Hong Kong Standards on Auditing issued by the Hong Kong Institute of Certified Public Accountants. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entity’s preparation of consolidated financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements give a true and fair view of the state of affairs of the Company and of the Group as at 31 December 2012, and of the Group’s profit and cash flows for the year then ended in accordance with International Financial Reporting Standards and have been properly prepared in accordance with the disclosure requirements of the Hong Kong Companies Ordinance. Certified Public Accountants Hong Kong 14 March 2013 9 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. CONSOLIDATED INCOME STATEMENT For the year ended 31 December 2012 (in RMB million) Notes 2012 2011 Gross written premiums and policy fees Less: Premiums ceded to reinsurers 7 233,940 (12,851) 207,802 (10,970) Net written premiums and policy fees Change in unearned premium reserves 7 221,089 (7,945) 196,832 (10,170) 8 213,144 4,529 74,852 186,662 3,656 39,314 9 10 10,891 27,378 8,614 29,265 Net earned premiums Reinsurance commission income Interest income from banking operations Fees and commission income from non-insurance operations Investment income Share of profits and losses of associates and jointly controlled entities Other income 11 Total income (46) 8,445 1,068 3,665 339,193 272,244 Claims and policyholders’ benefits 12 Commission expenses on insurance operations Interest expenses on banking operations 8 Fees and commission expenses on non-insurance operations 9 Loan loss provisions, net of reversals 13, 23 Foreign exchange gains/(losses) General and administrative expenses Finance costs Other expenses (165,994) (20,437) (40,351) (145,764) (17,767) (20,432) (1,455) (3,048) 255 (68,477) (1,758) (5,590) (1,050) (1,704) (434) (50,575) (1,254) (3,238) Total expenses (306,855) (242,218) 32,338 (5,588) 30,026 (7,444) Profit for the year 26,750 22,582 Attributable to: - Owners of the parent - Non-controlling interests 20,050 6,700 19,475 3,107 26,750 22,582 RMB RMB 2.53 2.53 2.50 2.50 Profit before tax Income tax 13 14 Earnings per share attributable to ordinary equity holders of the parent: - Basic - Diluted 17 17 Details of the dividends proposed for the year are disclosed in Note 16 to the financial statements. 10 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the year ended 31 December 2012 (in RMB million) Note Profit for the year Other comprehensive income Available-for-sale financial assets Shadow accounting adjustments Exchange differences on translation of foreign operations Share of other comprehensive income of associates and jointly controlled entities Income tax relating to components of other comprehensive income 2012 2011 26,750 22,582 19,573 (3,426) (18,638) 2,153 (29) 78 (39) 103 (4,006) 4,040 12,073 (12,264) Total comprehensive income for the year 38,823 10,318 Attributable to: - Owners of the parent - Non-controlling interests 32,389 6,434 6,976 3,342 38,823 10,318 Other comprehensive income for the year, net of tax 11 15 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at 31 December 2012 (in RMB million) Notes 31 December 2012 31 December 2011 Assets Balances with the Central Bank and statutory deposits Cash and amounts due from banks and other financial institutions Fixed maturity investments Equity investments Derivative financial assets Loans and advances to customers Investments in associates and jointly controlled entities Premium receivables Accounts receivable Inventories Reinsurers’ share of insurance liabilities Policyholder account assets in respect of insurance contracts Policyholder account assets in respect of investment contracts Investment properties Property and equipment Intangible assets Deferred tax assets Other assets 18 227,072 168,366 19 20 21 22 23 451,414 1,109,248 126,124 972 709,402 261,006 772,353 116,985 818 611,731 24 25 26 9,960 18,756 8,979 1,119 9,341 11,837 12,089 170,727 106 7,892 32,417 33,460 3,824 14,850 17,539 37,536 10,680 55,033 3,992 9,076 16,027 33,584 13,383 41,992 2,844,266 2,285,424 27 28 29 30 41 31 Total assets 12 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. CONSOLIDATED STATEMENT OF FINANCIAL POSITION (CONTINUED) As at 31 December 2012 (in RMB million) Notes 31 December 2012 31 December 2011 Equity and liabilities Equity Share capital Reserves Retained profits Including: Proposed final dividend 32 33 33 16 7,916 91,271 60,430 2,375 7,916 79,405 43,546 1,979 Equity attributable to owners of the parent Non-controlling interests 159,617 50,032 130,867 40,475 Total equity 209,649 171,342 420,315 154,977 1,722 952 195,695 99,734 732 986,936 3,615 38,293 882,593 34,669 21,681 2,352 38,793 5,599 42,120 836,049 70,639 27,974 758,404 32,811 17,979 4,370 26,633 4,612 38,450 Total liabilities 2,634,617 2,114,082 Total equity and liabilities 2,844,266 2,285,424 Liabilities Due to banks and other financial institutions Assets sold under agreements to repurchase Other financial liabilities held for trading Derivative financial liabilities Customer deposits and payables to brokerage customers Accounts payable Insurance payables Insurance contract liabilities Investment contract liabilities for policyholders Policyholder dividend payable Income tax payable Bonds payable Deferred tax liabilities Other liabilities Director 34 35 22 36 37 38 39 40 41 42 Director 13 Director PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the year ended 31 December 2012 2012 Equity attributable to owners of the parent Reserves (in RMB million) Share capital Availablefor-sale financial assets Share premium (14,412) Shadow accounting adjustments As at 1 January 2012 7,916 83,506 Profit for the year Other comprehensive income for the year Total comprehensive income for the year - - - - - 14,945 (2,558) - - 14,945 (2,558) Dividend declared Dividend paid to noncontrolling interests Acquisitions of subsidiaries Disposals of subsidiaries Equity transactions with non-controlling interests Others - - - - - - - - - - As at 31 December 2012 7,916 Other capital reserves Surplus reserve funds Exchange differences on translation of foreign Retained operations profits General reserves Noncontrolling interests Total equity 2,673 132 6,982 395 129 43,546 40,475 171,342 - - - - - 20,050 6,700 26,750 (19) - - (29) - (266) 12,073 (19) - - (29) 20,050 6,434 38,823 - - - - - - - - - - - - - - - - - (601) 128 - 83,506 533 115 (360) 6,982 14 (3,166) - (3,166) - (512) (512) - - 4,312 (1,006) 4,312 (1,006) - - - (105) 434 (706) 562 395 100 60,430 50,032 209,649 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (CONTINUED) For the year ended 31 December 2012 2011 Equity attributable to owners of the parent Reserves (in RMB million) Share capital Availablefor-sale financial assets Share premium As at 1 January 2011 7,644 67,644 Profit for the year Other comprehensive income for the year Total comprehensive income for the year - - - - - - - - 272 Appropriations to surplus reserve funds Dividend declared Dividend paid to noncontrolling interests Issue of capital Acquisitions of subsidiaries Others As at 31 December 2011 Shadow accounting adjustments (175) Other capital reserves Surplus reserve funds Exchange differences on translation of foreign Retained operations profits General reserves Noncontrolling interests Total equity 1,066 107 6,689 395 51 28,609 4,853 116,883 - - - - - 19,475 3,107 22,582 (14,237) 1,607 53 - - 78 - 235 (14,237) 1,607 53 - - 78 19,475 3,342 - - - 293 - - - 15,862 - - - - - - - - - - - - - - - 32,440 206 32,440 178 7,916 83,506 6,982 395 129 43,546 40,475 171,342 - (14,412) 2,673 (28) 132 15 (293) (4,245) (366) - (12,264) 10,318 (4,245) (366) 16,134 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. STATEMENT OF FINANCIAL POSITION As at 31 December 2012 (in RMB million) Notes Net cash flows from operating activities 47 2012 2011 280,897 75,348 Cash flows from investing activities Purchases of investment properties, property and equipment, and intangible assets Proceeds from disposal of investment properties, property and equipment, and intangible assets Purchases of investments, net Term deposits placed, net Acquisition of non-controlling interests in subsidiaries Acquisition of subsidiaries Disposal of subsidiaries Interest received Dividends received Rentals received Others Net cash flows used in investing activities (8,362) (5,393) 162 (167,030) (58,964) 178 (113,853) (21,819) (2,575) (2,538) 1,211 43,221 4,672 816 (4,453) 81,238 254 28,017 4,428 687 (5,846) (193,840) (32,109) Cash flows from financing activities Proceeds from shares issued Capital injected into subsidiaries by non-controlling interests Proceeds from bonds issued Increase/(decrease) in assets sold under agreements to repurchase, net Proceeds from borrowed funds Repayment of borrowed funds Interest paid Dividends paid Net cash flows from financing activities Net increase in cash and cash equivalents Net foreign exchange differences - 16,134 551 11,998 219 5,991 45,555 4,051 (4,734) (4,304) (3,596) (28,580) 3,347 (2,836) (3,368) (4,246) 49,521 (13,339) 136,578 29,900 (173) Cash and cash equivalents at beginning of the year Cash and cash equivalents at end of the year 46 16 (357) 110,481 80,938 246,886 110,481 PING AN INSURANCE (GROUP) COMPANY OF CHINA, LTD. STATEMENT OF FINANCIAL POSITION As at 31 December 2012 (in RMB million) Notes 31 December 2012 31 December 2011 Assets Cash and amounts due from banks and other financial institutions Fixed maturity investments Equity investments Investments in subsidiaries Property and equipment Other assets 15,507 3,724 1,372 109,856 43 1,260 13,726 2,622 766 109,619 71 169 131,762 126,973 7,916 90,807 26,819 7,916 90,667 22,630 125,542 121,213 Liabilities Due to banks and other financial institutions Assets sold under agreements to repurchase Other liabilities 5,430 200 590 5,230 530 Total liabilities 6,220 5,760 131,762 126,973 5 Total assets Equity and liabilities Equity Share capital Reserves Retained profits 32 33 33 Total equity Total equity and liabilities 17 18