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INDUSTRIAL AND COMMERCIAL BANK OF CHINA LIMITED

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Industrial and Commercial Bank of China : First Extraordinary General Meeting of 2021 Held on 29 July 2021 Poll Result

07/29/2021 | 08:10am EDT

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

EUR Preference Shares Stock Code: 4604

USD Preference Shares Stock Code: 4620

FIRST EXTRAORDINARY GENERAL MEETING OF 2021

HELD ON 29 JULY 2021

POLL RESULTS

Reference is made

to

the

circular of Industrial and

Commercial Bank of China Limited

(the "Bank") dated

9

July

2021, containing details of

the resolutions tabled before the First

Extraordinary General Meeting of 2021 of the Bank (the "EGM") for shareholders' approval.

  1. Convening and Attendance of the EGM

The board of directors of the Bank (the "Board") announces that the EGM was held at the head office of the Bank, 55 Fuxingmennei Avenue, Xicheng District, Beijing, PRC on 29 July 2021 at 2:50 p.m.

The total number of shares entitling holders thereof to attend and vote on the resolutions proposed at the EGM was 356,406,257,089 shares. No shareholders of the Bank were entitled to attend but were required to abstain from voting in favour of the proposed resolutions pursuant to Rule 13.40 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") and no shareholders were required to abstain from voting at the EGM pursuant to the Listing Rules. 205 holders of shares and authorized proxies holding an aggregate of 312,516,530,158 shares with voting rights, representing 87.6855% of the total number of shares with voting rights of 356,406,257,089, were present at the EGM.

1

Number of shareholders and authorized proxies attending the EGM

205

  including: number of A share holders

193

number of H share holders

12

Total number of shares with voting rights held by shareholders

attending the EGM

312,516,530,158

  including: total number of shares held by A share holders

252,961,306,128

total number of shares held by H share holders

59,555,224,030

Percentage of total shares with voting rights held by shareholders

attending the EGM (%)

87.6855

  including: percentage of total shares held by A share holders (%)

70.9756

percentage of total shares held by H share holders (%)

16.7099

Notes:

  1. Shareholders attending the EGM include those attending the EGM on-site and by way of online voting.
  2. According to the Articles of Association and the circumstances of the EGM, the resolutions of the EGM are not required to be considered and approved by the holders of preference shares of the Bank.

The voting of the EGM was conducted by means of on-site voting and online voting in compliance with the relevant provisions of the Company Law of the People's Republic of China (the "Company Law"), the Rules for the General Assemblies of Shareholders of Listed Companies, the Shanghai Stock Exchange Implementation Rules for Network Voting in the General Assemblies of Shareholders of Listed Companies and laws and regulations and relevant provisions of the Articles of Association of Industrial and Commercial Bank of China Limited (the "Articles of Association"). The EGM was convened by the Board of Directors of the Bank and chaired by Mr. Liao Lin, Vice Chairman of the Board and President of the Bank.

11 of the 11 directors of the Bank attended the EGM. 5 of the 5 supervisors of the Bank attended the EGM. Board Secretary of the Bank, Mr. Guan Xueqing, attended the meeting. Candidate for Shareholder Supervisor of the Bank, Mr. Huang Liangbo, Candidate for Executive Director of the Bank, Mr. Wang Jingwu, and senior management members were in attendance at the meeting.

In compliance with the requirements of the Listing Rules, Computershare Hong Kong Investor Services Limited, the Bank's H share registrar, acted as scrutineer for the vote-taking of the EGM.

2

II. Voting Results of the EGM

At the EGM, all of the proposals set out in the Notice of the First Extraordinary General Meeting of 2021 dated 9 July 2021 were resolved by polling. The proposals were voted upon by a combination of on-site and online polling. Poll results in respect of the resolutions proposed at the EGM were as follows:

1. Proposal on the Election of Mr. Huang Liangbo as Shareholder Supervisor of Industrial and Commercial Bank of China Limited

Voting result: approved Details of votes:

Type of

For

Against

Abstain

shareholders

No. of votes

Percentage (%)

No. of votes

Percentage (%)

No. of votes

Percentage (%)

A Shares

252,887,734,490

99.9709

7,924,835

0.0031

65,646,803

0.0260

H Shares

59,451,996,845

99.8267

39,961,963

0.0671

63,265,222

0.1062

Ordinary shares

312,339,731,335

99.9434

47,886,798

0.0153

128,912,025

0.0413

  in total

2. Proposal on the Election of Mr. Wang Jingwu as Executive Director of Industrial and Commercial Bank of China Limited

Voting result: approved Details of votes:

Type of

For

Against

Abstain

shareholders

No. of votes

Percentage (%)

No. of votes

Percentage (%)

No. of votes

Percentage (%)

A Shares

252,815,867,669

99.9425

79,781,656

0.0315

65,656,803

0.0260

H Shares

58,293,857,619

97.8820

1,211,973,189

2.0350

49,393,222

0.0830

Ordinary shares

311,109,725,288

99.5498

1,291,754,845

0.4133

115,050,025

0.0369

  in total

The proposals above, which were approved by ordinary resolution, were approved by more than half of the votes held by the shareholders present at the meeting in person or by proxy.

3

The meeting elected Mr. Huang Liangbo as Shareholder Supervisor of the Bank. According to the relevant requirements and the resolution of the Board of Supervisors of the Bank, Mr. Huang Liangbo's term of office as Shareholder Supervisor of the Bank commences upon the consideration and approval at the general meeting of shareholders, and his term of office as Chairman of the Board of Supervisors of the Bank takes effect concurrently. Please refer to the Bank's Announcement on the Appointment of Chairman of the Board of Supervisors dated 29 July 2021 for the biography of Mr. Huang Liangbo.

The meeting elected Mr. Wang Jingwu as Executive Director of the Bank, his qualification as Executive Director is subject to the approval of the China Banking and Insurance Regulatory Commission (the "CBIRC"), and his term of office as Executive Director of the Bank will take effect on the date when the approval of the CBIRC is obtained. Please refer to the circular of the Bank dated 9 July 2021 for the biography of Mr. Wang Jingwu.

In accordance with the relevant regulatory requirements of the China Securities Regulatory Commission and the Shanghai Stock Exchange, the votes of small and medium-sized A share investors1 were calculated separately and the poll result in respect of the resolution at the EGM was as follows:

No. of

For

Against

Abstain

Name of resolution

No. of votes

Percentage

No. of votes

Percentage

No. of votes

Percentage

resolution

(%)*

(%)*

(%)*

2

Proposal

on

the

Election of

5,781,562,854

97.5462

79,781,656

1.3461

65,656,803

1.1077

Mr. Wang Jingwu as Executive

Director

of

Industrial

and

Commercial

Bank

of

China

Limited

    • Percentage of total shares with voting rights held by small and medium-sized A share investors attending the EGM.
  1. Lawyers' Certification

Ms. Su Zheng and Mr. Cong Qunji of King & Wood Mallesons witnessed the convening and procedures of the EGM conformed to laws and regulations such as the Company Law, the Rules for the General Assemblies of Shareholders of Listed Companies, and the Shanghai Stock Exchange Implementation Rules for Network Voting in the General Assemblies of Shareholders of Listed Companies; the qualifications of attendees and the convener, the voting process and other related matters of the EGM conformed to laws and regulations such as the Company Law, the Rules for the General Assemblies of Shareholders of Listed

1 Individually or collectively holding A shares less than 5% (excluding 5%) of the shares of the Bank.

4

Companies, the Shanghai Stock Exchange Implementation Rules for Network Voting in the General Assemblies of Shareholders of Listed Companies and provisions of the Articles of Association. The voting results of the general meeting of shareholders were lawful and valid.

The Board of Directors of

Industrial and Commercial Bank of China Limited

Beijing, PRC

29 July 2021

As at the date of this announcement, the Board of Directors comprises Mr. CHEN Siqing and Mr. LIAO Lin as executive directors, Mr. LU Yongzhen, Mr. ZHENG Fuqing, Mr. FENG Weidong and Ms. CAO Liqun as non-executive directors, Mr. Anthony Francis NEOH, Mr. YANG Siu Shun, Mr. SHEN Si, Mr. Nout WELLINK and Mr. Fred Zuliu HU as independent non-executive directors.

5

Disclaimer

ICBC - Industrial and Commercial Bank of China Limited published this content on 29 July 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 July 2021 12:08:11 UTC.


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