About CBHB Company

Bohai Bank is the only newly established national joint-stock commercial bank since the China Commercial Banking Law was revised in 2003; it is the first national joint-stock commercial bank to introduce overseas strategic investors during the establishment phase since 2000; it is the first national joint-stock commercial bank headquartered in Tianjin. On August 16, 2005, all shareholders of Bohai Bank officially signed the sponsor agreement in Tianjin, and preparations for the construction of Bohai Bank entered the preparation stage for opening. On December 29, 2005, the China Banking Regulatory Commission approved the establishment and operation of Bohai Bank with Bank Regulatory Review [2005] Document No. 337. On December 30, 2005, Bohai Bank Co., Ltd. was established in Tianjin. On February 16, 2006, Bohai Bank Co., Ltd. officially opened for business. Bohai Bank was established by means of initiation, with a registered capital of 5 billion yuan, and the sponsor subscribes for all shares in monetary form. Tianjin Teda Investment Holdings Co., Ltd. holds 25% of the Bank's shares; Standard Chartered Bank (Hong Kong) Limited holds 19.99% of the Bank's shares; China Ocean Transportation (Group) Corporation holds 13.67% of the Bank's shares; China Development and Investment Corporation and Baosteel Group Co., Ltd. each hold 11.67% of the Bank's shares; Tianjin Trust Co., Ltd. absorbs capital to invest in the Bank through pooled capital trusts and holds 10% of the Bank's shares; Tianjin Shanghui Investment (Holdings) Co., Ltd. holds 8% of the Bank's shares. On December 16, 2009, the 14th meeting of the Bohai Bank Shareholders Meeting passed the “Bohai Bank Co., Ltd. increase registered capital” resolution, agreeing to allocate 3.5 billion shares to all shareholders by allocating 7 shares for every 10 shares. The allotment price is 1 yuan/share. The capital increase was approved by the China Banking Regulatory Commission with the “Approval on Bohai Bank's Change of Registered Capital” (Banking Regulatory Review [2010] No. 101). In April 2010, the Bank completed this capital increase and share expansion, and the registered capital increased to 8.5 billion yuan. On January 17, 2011, the China Banking Regulatory Commission approved six shareholders of Tianjin Teda Investment Holdings Limited, Standard Chartered Bank (Hong Kong) Limited, China Ocean Transportation (Group) Corporation, China Development and Investment Corporation, Baosteel Group Co., Ltd., and Tianjin Shanghui Investment (Holdings) Co., Ltd. to participate in the issuer's capital increase and share expansion with the “Approval of Bohai Bank's Plan to Increase Registered Capital” (Bank Supervisory Review [2011] No. 10). On May 10, 2011, PricewaterhouseCoopers Zhongtian Certified Public Accountants Limited issued the “Capital Verification Report” (PwC Zhongtian Certified Public Accountants (2011) No. 115) to verify the receipt of the Bank's capital increase. As of May 10, 2011, Tianjin Teda Investment Holdings Co., Ltd., Standard Chartered Bank (Hong Kong) Co., Ltd., China Ocean Transportation (Group) Corporation, China Ocean Transportation (Group) Corporation, National Development and Investment Company, Baosteel Group Co., Ltd., and Tianjin Shanghui Investment (Holdings) Co., Ltd. The yuan has all been paid, and the 0.595 billion yuan capital increase payment pledged by Tianjin Trust Co., Ltd. will be paid after it has met the capital increase conditions stipulated by the supervisory authority. According to the China Banking Regulatory Commission's November 17, 2017 “China Banking Regulatory Commission's Approval on Matters Relating to Bohai Bank's Equity Changes and Non-public Issuance of Shares” (Banking Supervisory Review [2017] No. 363), six companies including Oceanwide Industrial Co., Ltd. inherited 10% of the Bank's shares held by Tianjin Trust Co., Ltd. and completed the actual payment to the Bank of 0.595 billion yuan of unpaid capital increases subscribed by Tianjin Trust Co., Ltd. The capital verification process for a capital increase of 0.595 billion yuan. On November 1, 2019, the Bank completed the procedure for changing the registered capital, industrial and commercial registration, and the registered capital was changed to 14.45 billion yuan. The Bank's H shares were listed on the Hong Kong Stock Exchange on July 16, 2020. The issue price was HK$4.80 per share sold (excluding 1% brokerage commission, 0.0027% Hong Kong Securities Regulatory Commission transaction levy and 0.005% Hong Kong Stock Exchange trading fee). The Bank issued a total of 2,880,000,000 H shares globally. Nine Cornerstone investors (each an independent third party and not related parties) subscribed to a total of 839,592,500 H shares issued by the Bank. After deducting the underwriting fees, commissions and estimated expenses payable by the Bank in connection with the global offering, the net proceeds of the global sale is approximately HK$13470.6 million, and not taking into account the impact of the exercise of over-allotment rights. On August 7, 2020, the over-allotment rights described in the prospectus were exercised by joint representatives (as defined in the prospectus) (representing international underwriters) for a total of 432,000,000 H shares (15% of the shares initially available for subscription under the global offering before any overallotment rights are exercised) to supplement (among others) the over-allotment in the international offering. Over-allotted shares are issued and distributed at HK$4.80 per H share (excluding 1% brokerage commission, 0.0027% Hong Kong Securities Regulatory Commission transaction levy and 0.005% Hong Kong Stock Exchange transaction fee). The over-allotted shares began to be listed and traded on the main board of the Hong Kong Stock Exchange on August 12, 2020. The net additional proceeds received by the Bank from the issuance and allotment of over-allotted shares (after deducting underwriting fees and commissions and estimated expenses payable by the Bank in connection with the exercise of the over-allotment rights) is approximately HK$2031.5 million, or approximately HK$4.70 per H share. On December 24, 2020, according to the “China Banking Insurance Regulatory Commission's Approval on Bohai Bank's Change of Registered Capital” (Banking Insurance Regulatory Review [2020] No. 916), the China Banking Insurance Regulatory Commission approved the Bank's registered capital change to RMB 17,762 million. On December 31, 2020, the Bank completed the procedure for changing the registered capital, industrial and commercial registration, and the registered capital was changed to 17.762 billion yuan. As of the date of issuance of this prospectus, there have been no other changes in the Bank's registered capital.