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Harbin Bank Co., Ltd. — Capital/Financing Update 2017
Apr 21, 2017
50982_rns_2017-04-21_99702481-3639-4069-a878-8d03f3ca033f.pdf
Capital/Financing Update
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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)
ANNOUNCEMENT ON THE APPROVAL FROM CBRC HEILONGJIANG BUREAU CONCERNING THE ISSUANCE OF OFFSHORE PREFERENCE SHARES AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION
Reference is made to the circular of Harbin Bank Co., Ltd. (the “ Bank ”) dated 23 December 2016 (“ Circular ”) and the announcement of the Bank dated 10 February 2017. Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as defined in the Circular.
Relevant resolutions in relation to the non-public issuance of Offshore Preference Shares were considered and approved at the 2017 First Extraordinary General Meeting, the 2017 First Domestic Shareholders’ Class Meeting and the 2017 First H Shareholders’ Class Meeting of the Bank held on 10 February 2017, respectively. Meanwhile, the resolutions in relation to the proposed amendments to the articles of association of the Bank (the “ Articles of Association ”), including the formulation of the Draft Articles of Association for Offshore Preference Shares and the Draft Articles of Association for A Shares and Offshore Preference Shares, were also considered and approved at the 2017 First Extraordinary General Meeting of the Bank.
I. THE APPROVAL FROM CBRC HEILONGJIANG BUREAU CONCERNING THE ISSUANCE OF OFFSHORE PREFERENCE SHARES
On 21 April 2017, the Bank received the “Approval from CBRC Heilongjiang Bureau Concerning the Issuance of Offshore Preference Shares and Amendments to the Articles of Association by Harbin Bank Co., Ltd.” (Hei Yin Jian Fu [2017] No. 57) (the “ Approval ”) issued by the Heilongjiang Bureau of China Banking Regulatory Commission (the “ CBRC Heilongjiang Bureau ”) in relation to the approval of the Bank’s non-public issuance of up to 80 million Offshore Preference Shares, which will raise proceeds not exceeding RMB8 billion or its equivalent in foreign currencies and which will be treated as Additional Tier 1 Capital of the Bank in accordance with relevant regulatory requirements.
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II. THE APPROVAL FROM CBRC HEILONGJIANG BUREAU CONCERNING AMENDMENTS TO THE ARTICLES OF ASSOCIATION
Pursuant to the Approval, the Draft Articles of Association for Offshore Preference Shares were approved by the CBRC Heilongjiang Bureau, which will become effective from the date of completion of the issuance of the Offshore Preference Shares by the Bank; and the Draft Articles of Association for A Shares and Offshore Preference Shares were also approved by the CBRC Heilongjiang Bureau, which will become effective from the date of both completion of the issuance of the Offshore Preference Shares and the listing and commencing of trading of the A Shares to be issued under the A Share Offering on the Shanghai Stock Exchange by the Bank (whichever is later). Please refer to the Circular for detailed information of the aforesaid Draft Articles of Association.
The board of directors of the Bank will deal with the relevant matters in respect of the issuance of Offshore Preference Shares in accordance with relevant laws and regulations, the requirements set out in the Approval from the CBRC Heilongjiang Bureau and the authorisations granted by the shareholders’ meetings of the Bank.
By order of the Board of Directors Harbin Bank Co., Ltd. Guo Zhiwen Chairman
Harbin, the PRC, 21 April 2017
As at the date of this announcement, the Board of Directors of the Bank comprises Guo Zhiwen, Liu Zhuo and Zhang Qiguang, as executive directors; Zhang Taoxuan, Chen Danyang, Cui Luanyi, Ma Pao-Lin and Peng Xiaodong, as non-executive directors; Zhang Shengping, He Ping, Du Qingchun, Wan Kam To and Kong Siu Chee, as independent non-executive directors.
- Harbin Bank Co., Ltd. is not an authorized 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 authorized to carry on banking/deposit-taking business in Hong Kong.
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