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Harbin Bank Co., Ltd. — Board/Management Information 2021
Feb 5, 2021
50982_rns_2021-02-05_b0b10949-0222-4f9e-9ced-e0489d3bf2af.pdf
Board/Management Information
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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 2021 FIRST EXTRAORDINARY GENERAL MEETING
NOTICE IS HEREBY GIVEN that the 2021 first extraordinary general meeting (“ EGM ”) of Harbin Bank Co., Ltd. (the “ Bank ”) will be held at Meeting Room 4001, Harbin Bank Building, No. 888 Shangjiang Street, Daoli District, Harbin, Heilongjiang Province, China, at 8:30 a.m. on Wednesday, 24 February 2021 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 5 February 2021 (the “ Circular ”) unless otherwise stated.
ORDINARY RESOLUTIONS
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To consider and approve the appointment of Directors of the Eighth Session of the Board:
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(1) To consider and approve the appointment of Mr. Deng Xinquan as an executive Director of the Eighth Session of the Board of the Bank.
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(2) To consider and approve the re-election of Mr. Lyu Tianjun as an executive Director of the Eighth Session of the Board of the Bank.
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(3) To consider and approve the re-election of Ms. Sun Feixia as an executive Director of the Eighth Session of the Board of the Bank.
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(4) To consider and approve the re-election of Mr. Zhao Hongbo as a non-executive Director of the Eighth Session of the Board of the Bank.
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(5) To consider and approve the re-election of Mr. Zhang Xianjun as a non-executive Director of the Eighth Session of the Board of the Bank.
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(6) To consider and approve the re-election of Mr. Yu Hong as a non-executive Director of the Eighth Session of the Board of the Bank.
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(7) To consider and approve the re-election of Mr. Lang Shufeng as a non-executive Director of the Eighth Session of the Board of the Bank.
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(8) To consider and approve the re-election of Mr. Sun Yan as an independent non-executive Director of the Eighth Session of the Board of the Bank.
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(9) To consider and approve the re-election of Mr. Zhang Zheng as an independent non-executive Director of the Eighth Session of the Board of the Bank.
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(10) To consider and approve the re-election of Mr. Hou Bojian as an independent non-executive Director of the Eighth Session of the Board of the Bank.
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(11) To consider and approve the appointment of Mr. Jin Qinglu as an independent non-executive Director of the Eighth Session of the Board of the Bank.
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To consider and approve the appointment of external Supervisors and Shareholder representative Supervisor of the Eighth Session of the Board of Supervisors:
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(1) To consider and approve the re-election of Mr. Li Dong as an external Supervisor of the Eighth Session of the Board of Supervisors of the Bank.
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(2) To consider and approve the re-election of Ms. Li Zhaohua as an external Supervisor of the Eighth Session of the Board of Supervisors of the Bank.
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(3) To consider and approve the re-election of Mr. Sun Yi as an external Supervisor of the Eighth Session of the Board of Supervisors of the Bank.
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(4) To consider and approve the re-election of Ms. Yang Xuemei as a Shareholder representative Supervisor of the Eighth Session of the Board of Supervisors of the Bank.
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By order of the Board Harbin Bank Co., Ltd. Guo Zhiwen Chairman
Harbin, China, 5 February 2021
As at the date of this announcement, the Board of Directors of the Bank comprises Guo Zhiwen, Lyu Tianjun and Sun Feixia as executive directors; Zhao Hongbo, Zhang Xianjun, Yu Hong and Lang Shufeng 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.
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Notes:
- Details of the above resolutions are set out in the Circular.
2. Closure of register of members
In order to determine the Shareholders who are entitled to attend and vote at the EGM, the H share register of members of the Bank will be closed from Friday, 19 February 2021 to Wednesday, 24 February 2021 (both days inclusive). Shareholders whose name appear on the H share register of members and domestic share register of members of the Bank on Friday, 19 February 2021 will be entitled to attend and vote at the EGM. The H Shareholders who intend to attend and vote at the EGM must lodge all the transfer documents accompanied by 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 Thursday, 18 February 2021.
3. Registration procedures for attending the EGM
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. Proxy
Any Shareholder entitled to attend and vote at the EGM 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 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 Office (for Domestic Shareholders) not less than 24 hours before the time stipulated for convening the EGM 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 EGM 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.
5. Publication of poll results
Pursuant to the Hong Kong Listing Rules, any vote of shareholders at a shareholders’ 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 HKEx news website of Hong Kong Exchanges and Clearing Limited at http://www.hkexnews.hk after the EGM.
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6. Other business
The Bank attaches great importance to the health of shareholders. In view of the continuation of the novel coronavirus (COVID-19) epidemic, the Bank made the following recommendations for the EGM: (1) Shareholders in medium- and high-risk areas are advised to appoint the chairman of the meeting to vote on their behalf. Shareholders in non-medium-high-risk areas are advised to be absent from the meeting in person as far as possible and appoint the chairman of the meeting to vote on your behalf; (2) Shareholders who meet the requirements for on-site participation must wear masks and receive temperature test, show health code and carry the certificate of nucleic acid test within 7 days if on-site participation is necessary. During the meeting, they shall wear a mask all the time, and keep the necessary distance in accordance with the meeting arrangement. In view of the continuous changes in the current epidemic situation, the epidemic prevention and control policies are still being dynamically adjusted. For specific policies, please refer to the applicable policies on the date of the EGM. Shareholders who fail to meet the requirements of the epidemic prevention and control policy will not be able to enter the venue of the EGM, but they can still vote by appointing the chairman of the meeting to vote on their behalf.
The EGM 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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