size: 12.0pt; mso-font-kerning: 0pt" lang=EN-US>5. Review and adopt the Proposal on the 2010 Financial Budget of China Guangfa Bank Co., Ltd.

6. Review and adopt the Proposal on the 2010 Sub-Debt Issuance Plan. Meanwhile, major content of the subordinated bonds issuance plan was decided in the meeting as follows:

(1) Sum to be issued: no more than RMB 6 billion.

(2) Means of issuance: engagement of lead underwriter to organize an underwriting group for public issuance.

(3) Issuance type: 10-year (5+5) maturity or 15-year (10+5) with options for the issuer.

(4) Interest Rates: to be confirmed based on factors such as the market rate and the means of issuance.

(5) Purpose of Fund Raised

Accruable to tier 2 capital with approval of CBRC and incorporate into CAR.

(6) Issuance Progress

Tranche issuance according to the market status.

(7) Issuance Delegation

The General Meeting of Shareholders is requested to delegate the Board of Directors to handle the matters in relation to the sub-debt issuance and appropriately modify the issuance terms in line with regulatory requirements. The term of delegation will be from the day on which the proposal is approved by the General Meeting of Shareholders to December 31 2011.

On this basis, the Board of Directors will delegate the authority to Senior Management of the Bank to handle matters correlating to the issuance, properly revise the issuance terms and determine the timing, sum and interest rate of the issuance. The term of delegation will be from the day on which the proposal is approved by the General Meeting of Shareholders to December 31 2011.

The above issuance plan will be submitted to CBRC and PBOC for approval according to relevant regulations.

7. Review and adopt the Proposal on the Modification of Articles of Association of China Guangfa Bank Co., Ltd.

According to relevant regulations, revision to related terms in Article of Association of CGB needs to be reported to CBRC for approval and alteration registration formalities needs to be processed in Industry & Commerce Bureau. 

8. Review and adopt the Proposal on Electing Directors of the Sixth Board of Directors of China Guangfa Bank Co., Ltd.

According to related regulations, job qualification of some directors needs to be reported to CBRC for approval.

9. Review and adopt the Proposal on the Postponement of the Election of the Fifth Board of Supervisors of CGB.

10. Review and adopt the Proposal on Obtaining Authority from the Shareholders Meeting to Authorize the Board of Directors to Carry out the D&O Liabilities Insurance.

 

China Guangfa Bank Co., Ltd.

June 18, 2010