Harbin Bank Co., Ltd. — AGM Information 2020

Mar 30, 2020

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.

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Harbin Bank Co., Ltd. 哈爾濱銀行股份有限公司 *

(A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 6138)

NOTICE OF 2019 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2019 annual general meeting (“ AGM ”) of Harbin Bank Co., Ltd. (the “ Bank ”) will be held at Conference Hall 3, Harbin Shangri-La Hotel, 555 Youyi Road, Daoli District, Harbin, China, at 8:30 a.m. on Friday, 15 May 2020 for the purposes of considering and, if thought fit, passing the following resolutions. Capitalised terms used in this notice shall have the same meanings as those defined in the circular of the Bank dated 30 March 2020 (the “ Circular ”) unless otherwise stated.

ORDINARY RESOLUTIONS

1. To consider and approve the “Proposal on the 2019 Work Report of the Board of Directors”.

2. To consider and approve the “Proposal on the 2019 Work Report of the Board of Supervisors”.

3. To consider and approve the “Proposal on the 2019 Final Account Report”.

4. To consider and approve the “Proposal on the 2020 Financial Budgets”.

5. To consider and approve the “Proposal on the 2019 Profit Distribution Plan”.

6. To consider and approve the “Proposal on the 2019 Annual Report”.

7. To consider and approve the “Proposal on the Appointment of Auditors for 2020”.

8. To consider and approve the “Proposal on the Report on the Management of Related Party Transactions in 2019”.

9. To consider and approve the “Proposal on the Remuneration Distribution Plan for the Executive Directors for 2019”.

10. To consider and approve the “Proposal on the Remuneration Distribution Plan for the Chairman of the Board of Supervisors for 2019”.

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SPECIAL RESOLUTIONS

1. To consider and approve the “Proposal on the Amendments to the Articles of Association”.

2. To consider and approve the “Proposal on the Amendments to the Rules of Procedures for the Shareholders’ General Meeting”.

3. To consider and approve the “Proposal on Granting the Board a General Mandate to Issue H Shares”.

4. To consider and approve the “Proposal on the Extension of the Validity Period of the Offshore Issuance Plan and Relevant Shareholders’ Resolutions”.

5. To consider and approve the “Proposal on the Extension of the Validity Period of the Authorisation to the Board and the Persons Authorised by the Board to Deal with All Matters Relating to the Issuance of Offshore Preference Shares”.

6. To consider and approve the “Proposal on the Issuance of Eligible Tier-2 Capital Instruments”.

By order of the Board of Directors Harbin Bank Co., Ltd. Guo Zhiwen Chairman

Harbin, China, 30 March 2020

As at the date of this announcement, the Board of the Bank comprises Guo Zhiwen, Lyu Tianjun and Sun Feixia as executive directors; Zhang Taoxuan, Ma Pao-Lin, Chen Danyang and Peng Xiaodong as non-executive directors; Ma Yongqiang, Sun Yan, Zhang Zheng and Hou Bojian as independent non-executive directors.

• Harbin Bank Co., Ltd. is not an authorised institution within the meaning of the Banking Ordinance (Chapter 155 of Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorised to carry on banking/deposit-taking business in Hong Kong.

Notes:

1. Additional information on the 2019 Work Report of the Board of Directors, the 2019 Work Report of the Board of Supervisors, the 2019 Final Account Report, the Report on the Management of Related Party Transactions in 2019, the proposed amendments to the Articles of Association, the proposed amendments to the Rules of Procedures for the Shareholders’ General Meeting and the Offshore Issuance Plan referred to in Resolutions No. 1, 2, 3, 8, 11, 12 and 14 are set out in Annex A, Annex B, Annex C, Annex D, Annex E, Annex F and Annex G to the Circular, respectively. Details of the other resolutions are set out in Appendix I of the Circular.

2. Closure of register of members

In order to determine the shareholders who are entitled to attend and vote at the AGM, the H share register of members of the Bank will be closed from Wednesday, 15 April 2020 to Friday, 15 May 2020 (both days inclusive), during which period no share transfer will be registered. Any Shareholders whose name appear on the H share register of members and domestic share register of members of the Bank on Wednesday, 15 April 2020 will be entitled to attend and vote at the AGM. The H Shareholders who intend to attend and vote at the AGM must lodge all the transfer documents together with the relevant H share certificates with the Bank’s H share registrar, Computershare Hong Kong Investor Services Limited (address: Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong) not later than 4:30 p.m. on Tuesday, 14 April 2020.

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To determine the identity of the Shareholders entitled to receive the final dividend, the register of members of the Bank will be closed from Friday, 22 May 2020 to Wednesday, 27 May 2020 (both days inclusive), during which period no share transfer will be registered. Any H Shareholder or Domestic Shareholder whose name appears on the Bank’s register of members on Wednesday, 27 May 2020 is entitled to receive the final dividend. Those H Shareholders of the Bank who intend to receive the final dividend must lodge all the transfer documents together with the relevant H Share certificates with the Bank’s H Share registrar, Computershare Hong Kong Investor Services Limited (address: Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong) no later than 4:30 p.m. on Thursday, 21 May 2020.

3. Registration procedures for attending the AGM

Individual Shareholders who wish to attend the meeting in person shall produce their identity cards or other effective document or proof of identity and stock account cards. Proxies of individual Shareholders shall produce their effective proof of identity and proxy form. A corporate Shareholder should attend the meeting by its legal representative or proxy appointed by the legal representative. A legal representative who wishes to attend the meeting should produce his/her identity card or other valid documents evidencing his/her capacity as a legal representative. If appointed a proxy to attend the meeting, the proxy should produce his/her identity card and an authorisation instrument duly signed by the legal representative of the corporate Shareholder.

4. Notice of attendance

Shareholders who intend to attend the AGM in person or by proxy should return the reply slips in person, by post or by facsimile to Computershare Hong Kong Investor Services Limited (for H Shareholders) or the Bank’s Board of Directors’ Office (for Domestic Shareholders) on or before Friday, 24 April 2020.

The Bank’s Board of Directors’ Office is located at No. 888 Shangjiang Street, Daoli District, Harbin 150070, Heilongjiang Province, China (Contact Person: Chang Boyan, Tel: 86-451-86779995, Fax: 86-451-86779829).

The address of Computershare Hong Kong Investor Services Limited is 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong (Tel: (852) 2862 8555, Fax: (852) 2865 0990).

5. Proxy

Any Shareholder entitled to attend and vote at the AGM is entitled to appoint one or more persons (whether such person is a Shareholder or not) as his/her proxy or proxies to attend and vote on his/her behalf.

The instrument appointing a proxy must be in writing under the hand of the Shareholder or his/her attorney duly authorised in writing. For a corporate Shareholder, the proxy instrument must be affixed with the common seal or signed by its director or attorney duly authorised in writing. If the instrument appointing the proxy is signed by a person authorised by the appointer, the power of attorney or other documents of authority under which the instrument is signed shall be notarised. The notarised power of attorney or other document of authority shall be deposited together with the instrument appointing the proxy at Computershare Hong Kong Investor Services Limited (for H Shareholders) or the Bank’s Board of Directors’ Office (for Domestic Shareholders).

To be valid, the proxy form together with the power of attorney or other authorisation document (if any) signed by the authorised person or certified by a notary must be delivered to Computershare Hong Kong Investor Services Limited (for H Shareholders) or the Bank’s Board of Directors’ Office (for Domestic Shareholders) not less than 24 hours before the designated time for the holding of the AGM or any adjourned meeting thereof.

Completion and return of a proxy form will not preclude a shareholder from attending in person and voting at the AGM or any adjourned meeting thereof if he/she so wishes, but in such event the instrument appointing a proxy shall be deemed to be revoked.

6. Publication of poll results

Pursuant to the Hong Kong Listing Rules, any vote of Shareholders at a general meeting must be taken by poll. As such, each of the resolutions set out in this notice will be voted by poll. Results of the poll voting will be published on the Bank’s website at www.hrbb.com.cn and the HKExnews website of Hong Kong Exchanges and Clearing Limited at http://www.hkexnews.hk after the AGM.

7. Other business

The AGM is estimated to last no longer than half a day. Shareholders who attend the meeting in person or by proxy shall bear their own traveling, dining and accommodation expenses.

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