DFZQ — Proxy Solicitation & Information Statement 2018

Jan 26, 2018

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company 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.

(A joint stock company incorporated in the People’s Republic of China with limited liability under the Chinese corporate name “ 東方證券股份有限公司 ” and carrying on business in Hong Kong as “ 東方證券 ” (in Chinese) and “DFZQ” (in English))

(Stock Code: 03958)

CLARIFICATION ANNOUNCEMENT REVISED FORM OF PROXY FOR THE EXTRAORDINARY GENERAL MEETING

References are made to the notice (the “ Notice ”) dated January 20, 2018 of the extraordinary general meeting of 東方證券股份有限公司 (the “ Company ”) to be held on March 6, 2018 (the “ EGM ”) and the form of proxy (the “ Original Form of Proxy ”) of holders of H shares for use at the EGM.

The board of directors of the Company (the “ Board ”) wishes to clarify that there was a numbering typographical error in the ordinary resolution in relation to the election of the supervisory committee of the Company (the “ Resolution ”) in the Chinese version of the Original Form of Proxy, which should be revised and superseded by the following. The Board hereby clarifies that the numbering of the Resolution in the English version of the Original Form of Proxy was correct.

1. To consider and approve the resolution in relation to the election of the supervisory committee of the Company, including:

   • 3.01. to consider and approve Mr. Zhang Qian as the supervisor who is not an employee representative of the Company;

   • 3.02. to consider and approve Ms. Huang Laifang as the supervisor who is not an employee representative of the Company;

   • 3.03. to consider and approve Ms. Tong Jie as the supervisor who is not an employee representative of the Company;

   • 3.04. to consider and approve Mr. Liu Wenbin as the supervisor who is not an employee representative of the Company;

   • 3.05. to consider and approve Mr. Yin Keding as the supervisor who is not an employee representative of the Company; and

   • 3.06. to consider and approve Mr. Wu Zhengkui as the supervisor who is not an employee representative of the Company.

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A revised form of proxy (the “ Revised Form of Proxy ”) reflecting the above amendments will be despatched to the shareholders of the Company (the “ Shareholders ”) on January 29, 2018.

The Revised Form of Proxy will also be available on the website of the Company (http://www.dfzq.com.cn) and the website of The Stock Exchange of Hong Kong Limited (http://www.hkexnews.hk). The date, time and address for holding the EGM remain unchanged. Shareholders who have not completed and returned the Original Form of Proxy and wish to attend the EGM by proxy are required to complete and return the Revised Form of Proxy. Under such circumstances, they are not required to return the Original Form of Proxy. Shareholders who have completed and duly returned the Original Form of Proxy must pay attention to the following:

• (i) if the Revised Form of Proxy is not completed and duly returned, or if the Revised Form of Proxy is returned later than 24 hours before the time for holding the EGM (i.e. later than 2:00 p.m. on Monday, March 5, 2018), and the Original Form of Proxy has been correctly completed and returned, then the Original Form of Proxy will be deemed as the valid form of proxy returned by the Shareholder. The proxy of the shareholder will be entitled to vote in accordance with the instructions given by the Shareholder or at his discretion on the resolutions duly put to the EGM; and

• (ii) if the Revised Form of Proxy is completed and returned not less than 24 hours before the time for holding the EGM (i.e. before 2:00 p.m. on Monday, March 5, 2018), then the Revised Form of Proxy will supersede and replace the Original Form of Proxy previously returned by the Shareholder. The Revised Form of Proxy, if correctly completed, will be deemed to be the valid form of proxy returned by the Shareholder.

By order of the Board of Directors PAN Xinjun Chairman

Shanghai, PRC January 26, 2018

As at the date of this announcement, the Board of Directors comprises Mr. PAN Xinjun and Mr. JIN Wenzhong as executive Directors; Mr. WU Jianxiong, Mr. ZHANG Qian, Mr. WU Junhao, Mr. CHEN Bin, Mr. LI Xiang, Mr. XU Jianguo and Ms. HUANG Laifang as non-executive Directors; and Mr. XU Guoxiang, Mr. TAO Xiuming, Mr. WEI Anning, Mr. XU Zhiming and Mr. JIN Qinglu as independent non-executive Directors.

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