DFZQ — Declaration of Voting Results & Voting Rights Announcements 2021

Jul 20, 2021

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)

POLL RESULTS OF EXTRAORDINARY GENERAL MEETING HELD ON JULY 20, 2021 CHANGE OF BUSINESS SCOPE OF THE COMPANY

I VOTING RESULTS OF THE EXTRAORDINARY GENERAL MEETING

References are made to the notice dated June 22, 2021 and the circular dated June 30, 2021 (the “ Circular ”) of the extraordinary general meeting (the “ EGM ”) of 東方證券股份有限公司 (the “ Company ”). Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the Circular.

The board of directors (the “ Board ”) of the Company is pleased to announce that the EGM was held at Meeting Room, 15/F, No. 119 South Zhongshan Road, Shanghai, the PRC, by way of an on-site meeting at 2:00 p.m. on Tuesday, July 20, 2021.

The meeting was convened by the Board and chaired by Mr. JIN Wenzhong, the Chairman of the Board. Voting at the EGM was conducted by a combination of network voting and poll onsite. In accordance with relevant PRC laws and regulations, the holders of A Shares were entitled to attend the voting at the EGM in person, by proxy, or via network for the relevant resolutions. The time of network voting for the resolutions proposed at the EGM for holders of A Shares on July 20, 2021 was set out in the notice of the EGM to holders of A Shares dated June 21, 2021 published on the website of Shanghai Stock Exchange separately. Computershare Hong Kong Investor Services Limited, the Company’s H Share Registrar, two representatives from the Company’s Shareholders, a Supervisor of the Company and two representatives from Grandall Law Firm (Shanghai) were appointed by the Company as the scrutineers for the vote-taking at the EGM. Some of the Directors and Supervisors, as well as the secretary to the Board of the Company, attended the EGM. Some members of the senior management were also present.

As at the date of the EGM, the total number of issued shares of the Company was 6,993,655,803 which was the total number of shares entitling the holders to attend and vote for or against or abstain from voting in respect of the resolutions at the EGM. No Shareholder was required to abstain from voting on any resolution proposed at the EGM under the Hong Kong Listing Rules. No Shareholder who was entitled to attend the EGM had to abstain from voting in favour of any resolution at the EGM pursuant to Rule 13.40 of the Hong Kong Listing Rules. No parties indicated their intention in the Circular to vote against or abstain from voting in respect of any resolution proposed at the EGM.

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A total of 27 Shareholders and their proxies, holding an aggregate of 2,820,882,961 shares with voting rights, representing approximately 40.3349% of the total shares with voting rights of the Company, in which, 26 Shareholders of A Shares and their proxies, holding an aggregate of 2,769,711,607 shares, representing approximately 39.6032% of the total shares with voting rights of the Company while 1 Shareholders of H Shares and their proxies, holding an aggregate of 51,171,354 shares, representing approximately 0.7317% of the total shares with voting rights of the Company, attended the EGM.

POLL RESULTS OF THE EGM

The Shareholders present at the EGM considered and approved the following resolutions:

	ORDINARY RESOLUTION	ORDINARY RESOLUTION	For	For	Against	Against	Abstain	Abstain
			Shares	Percentage(%)	Shares	Percentage(%)	Shares	Percentage(%)
1.	To consider and approve theresolution in relation to theamendments to the ManagementMeasures of Related-partyTransactions of the Company	A Shares	2,769,693,107	99.9993	8,500	0.0003	10,000	0.0004
		H Shares	51,171,354	100.0000	0	0.0000	0	0.0000
		Total	2,820,864,461	99.9993	8,500	0.0003	10,000	0.0004
	As more than half of the votes were cast in favor this resolution, the resolution was duly passed as an ordinary resolution.
	SPECIAL RESOLUTIONS		For		Against		Abstain
			Shares	Percentage(%)	Shares	Percentage(%)	Shares	Percentage(%)
2.	To consider and approve theresolution on the absorption ofand merger with Orient SecuritiesInvestment Banking Co., Ltd., awholly-owned subsidiary	A Shares	2,769,703,207	99.9997	8,400	0.0003	0	0.0000
		H Shares	51,171,354	100.0000	0	0.0000	0	0.0000
		Total	2,820,874,561	99.9997	8,400	0.0003	0	0.0000
	As more than two-thirds of the votes	were cast in favor of this resolution, the resolution was duly passed as a special resolution.
3.	To consider and approve theresolution on the change of BusinessScope of the Company.	A Shares	2,769,703,207	99.9997	8,400	0.0003	0	0.0000
		H Shares	51,171,354	100.0000	0	0.0000	0	0.0000
		Total	2,820,874,561	99.9997	8,400	0.0003	0	0.0000
	As more than two-thirds of the votes	were cast in favor of this resolution, the resolution was duly passed as a special resolution.

Please refer to the Circular for full text of the resolutions.

ATTESTATION BY LAWYERS

Grandall Law Firm (Shanghai), the PRC legal advisers to the Company, consider that the convening and convocation procedures of the EGM are in accordance with the relevant laws, regulations and administrative documents as well as the Articles of Association; the qualifications of conveners of and the attendees at the EGM are lawful and valid; the voting procedures and poll results of the EGM are in accordance with the relevant laws, regulations and administrative documents as well as the Articles of Association; and the resolutions duly passed at the EGM are lawful and valid.

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II CHANGE OF BUSINESS SCOPE OF THE COMPANY

The proposal in relation to the change of business scope of the Company has been duly passed as a special resolution at the EGM by the Shareholders. The management of the Company will, under the authority of the EGM, go through the approval, filing and other relevant procedures for the aforesaid change of business scope in accordance with relevant laws and regulations or make relevant adjustments in accordance with the regulatory requirements, and handle other relevant matters such as amendments to the Articles of Association and renewal of the Securities and Futures Business License in relation to change of business scope of the Company. The Company will make a further announcement after the aforesaid amendments to the Articles of Association is completed.

By order of the Board of Directors JIN Wenzhong Chairman

Shanghai, PRC July 20, 2021

As at the date of this announcement, the Board of Directors comprises Mr. SONG Xuefeng and Mr. JIN Wenzhong as executive Directors; Mr. YU Xuechun, Mr. LIU Wei, Mr. ZHOU Donghui, Mr. CHENG Feng, Mr. REN Zhixiang and Ms. ZHU Jing as non-executive Directors; and Mr. XU Zhiming, Mr. JIN Qinglu, Mr. WU Hong, Mr. FENG Xingdong and Mr. LUO Xinyu as independent non-executive Directors.

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