Harbin Bank Co., Ltd. — Proxy Solicitation & Information Statement 2021

Apr 20, 2021

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.

==> picture [97 x 43] intentionally omitted <==

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 H SHAREHOLDERS’ CLASS MEETING

NOTICE IS HEREBY GIVEN that the 2021 first class meeting of holders of H shares (“ H Shareholders’ Class Meeting ”) 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 10:00 a.m. on Friday, 21 May 2021 or immediately after the conclusion of the 2021 first class meeting of holders of domestic shares for the purposes of considering and, if thought fit, passing the following resolution. Capitalised terms used in this notice shall have the same meanings as those defined in the circular of the Bank dated 21 April 2021 (the “ Circular ”) unless otherwise stated.

SPECIAL RESOLUTION

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

By order of the Board of Directors Harbin Bank Co., Ltd. Deng Xinquan Chairman

Harbin, China, 21 April 2021

• 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.

– 1 –

Notes:

1. Additional information on granting the Board a general mandate to issue H Shares referred to in the above resolution is 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 H Shareholders’ Class Meeting, the H share register of members of the Bank will be closed from Monday, 17 May 2021 to Friday, 21 May 2021 (both days inclusive), during which period no Share transfer will be registered. Any Shareholders whose name appear on the H share register of members of the Bank on Monday, 17 May 2021 will be entitled to attend and vote at the H Shareholders’ Class Meeting. The H Shareholders who intend to attend and vote at the H Shareholders’ Class Meeting 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 Friday, 14 May 2021.

3. Registration procedures for attending the H Shareholders’ Class Meeting

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 H Shareholder entitled to attend and vote at the H Shareholders’ Class Meeting 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.

To be valid, the proxy form together with the notarised power of attorney or other authorisation document (if any) must be delivered to Computershare Hong Kong Investor Services Limited not less than 24 hours before the designated time for the holding of the H Shareholders’ Class Meeting or any adjourned meeting thereof.

Completion and return of a proxy form will not preclude any H Shareholder from attending in person and voting at the H Shareholders’ Class Meeting or any adjournment 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 general meeting must be taken by poll. As such, each resolution 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 H Shareholders’ Class Meeting.

6. Other business

The H Shareholders’ Class Meeting 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.

As at the date of this announcement, the Board of the Bank comprises Deng Xinquan, Lyu Tianjun and Sun Feixia as executive directors; Zhao Hongbo, Zhang Xianjun, Yu Hong and Lang Shufeng as non-executive directors; Sun Yan, Zhang Zheng, Hou Bojian and Jin Qinglu as independent non-executive directors.

– 2 –