Resolutions Passed At 2017 Annual General Meeting of China Guangfa Bank Co., Ltd.

 

The 2017 Annual General Meeting (inhere after referred to as the “Meeting” ) of China Guangfa Bank Co., Ltd.(the “Bank”) was held in Guangzhou on 29 June 2018. The Meeting was convened by the 8th Board of Directors of the Bank. The chairman of Board of Directors of the Bank, Mr. Yang Mingsheng, presided over the Meeting.

62 shareholders and proxies attended the Meetingno one was authorized by other shareholders., the total number of voting shares held by them was 13,758,135,617 (Thirteen Billion Seven Hundred and Fifty-Eight Million One Hundred and Thirty-Five Thousand Six Hundred and Seventeen), 89.32% of total shares of the Bank. 8 directors, 4 supervisors and certain senior management members attended the Meeting in non-voting capacity.

The convening of the Meeting and voting procedures were in compliance with the requirements of the Company Law of the PRC and the Articles of Association of China Guangfa Bank Co., Ltd. The resolution of the Meeting was lawful and valid.

All qualified shareholders and proxies attending the Meeting considered all proposals and voted one after another. The resolutions of the Meeting passed as follow:

1. Consider and approve the Proposal on the 2017 Work Report of the Board of Directors of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

100%

0

0

 

2. Consider and approve the Proposal on the 2017 Work Report of the Board of Supervisors of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

100%

0

0

 

3. Consider and approve the Proposal on the 2017 Final Account Report of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

100%

0

0

 

4. Consider and approve the Proposal on the 2017 Preliminary Profit Distribution Plan of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.6921%

0.2368%

0.0711%

 

5. Consider and approve the Proposal on the 2018 Financial Budget of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9613%

0.0387%

0

 

6. Consider and approve the Proposal on the 2017 Remuneration of Directors of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9450%

0.0387%

0.0163%

 

7. Consider and approve the Proposal on the 2017 Remuneration of Supervisors of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9837%

0

0.0163%

 

8. Consider and approve the Proposal on the Issuance of RMB 100 Billion Financial Bonds (Including Capital Bonds).

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9836%

0.0030%

0.0134%

 

9. Consider and approve the Proposal on the Formulation of The Shareholder’s Authorization Scheme For the Board of Directors of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9583%

0.0387%

0.0030%

 

10. Consider and approve the Proposal on the 2018-2019 Limits of the Daily Related Party Transactions Between China Life Group and the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9185%

0.0757%

0.0058%

According to the relevant regulation, the related shareholder, China Life Insurance Company Limited, has abstained from voting on resolution no. 10 involving related shareholder at the Meeting.

 

11. Consider and approve the Proposal on the 2018-2019 Limits of the Daily Related Party Transactions Between State Grid Group and the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9463%

0.0499%

0.0038%

According to the relevant regulation, the related shareholder, State Grid Yingda International Holding Co., Ltd., has abstained from voting on resolution no. 11 involving related shareholder at the Meeting.

 

12. Consider and approve the Proposal on the 2018-2019 Limits of the Daily Related Party Transactions Between CITIC Group and the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

99.9463%

0.0499%

0.0038%

According to the relevant regulation, the related shareholder, CITIC Trust Co., Ltd., has abstained from voting on resolution no. 12 involving related shareholder at the Meeting.

 

13. Consider and approve the Proposal on the Amendments to the Article of Association of China Guangfa Bank Co., Ltd..

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

100%

0

0

 

14. Consider and approve the Proposal on Electing Mr. Dai Jiakai as a director of the 8th Board of Directors of the Bank.

 

Percentage of Assent

Percentage of Dissent

Percentage of Abstention

Voting result

100%

0

0

 

The Related Party Transactions Report of the Bank for the Year 2017 and The Circular of the Results of the 2017 Performance Evaluation of Directors, Supervisors and Senior Executive of the Bank were also reported at the Meeting.

 

 

                                                    China Guangfa Bank Co., Ltd.

                                                            29 June 2018