THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Huitongda Network Co., Ltd., you should at once hand this circular, together with the proxy form to the purchaser or the transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 9878)

(1) PROPOSED ABOLISHMENT OF THE BOARD OF SUPERVISORS AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION
(2) PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE GENERAL MEETING
(3) PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE BOARD
(4) PROPOSED USE OF RESERVE TO OFFSET LOSSES AND NOTICE OF THE 2025 SECOND EXTRAORDINARY GENERAL MEETING

The EGM will be held by the Company at the Conference Room, 6/F, Huitongda Building, 50 Zhongling Street, Xuanwu District, Nanjing, Jiangsu Province, the PRC, at 2:00 p.m. on Friday, December 19, 2025. The notice of the EGM is set out on pages EGM-1 to EGM-2 of this circular.

A proxy form applicable to the EGM has been published on the websites of the Hong Kong Stock Exchange (www.hkexnews.hk) and the Company (www.htd.cn) and dispatched to the H Shareholders by means of receipt of communications chosen by the H Shareholders. If you wish to appoint a proxy to attend the EGM, you must complete the proxy form in accordance with the instructions printed thereon and return it to us no less than 24 hours before the time appointed for holding the EGM or any adjournment thereof (as the case may be). Completion and return of the proxy form will not preclude you from attending and voting in person at the EGM or any adjournment thereof should you so wish.

December 2, 2025

CONTENTS

Page

DEFINITIONS 1

LETTER FROM THE BOARD

INTRODUCTION 3
PROPOSED ABOLISHMENT OF THE BOARD OF SUPERVISORS AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION 4
PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE GENERAL MEETING 5
PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE BOARD 5
PROPOSED USE OF RESERVE TO OFFSET LOSSES 6
EGM AND VOTING METHOD 7
RECOMMENDATION 8

APPENDIX I - COMPARATIVE TABLE OF THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION I-1

APPENDIX II - COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING II-1

APPENDIX III - COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE BOARD III-1

NOTICE OF THE 2025 SECOND EXTRAORDINARY GENERAL MEETING . EGM-1

DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have the following meanings:

"Articles of Association"
the articles of association of the Company (as amended, supplemented or otherwise modified from time to time)

"Board"
the board of Directors of the Company

"Board of Supervisors"
the board of Supervisors of the Company

"China" or "PRC"
the People's Republic of China, excluding, for the purpose of this circular only, Hong Kong, the Macau Special Administrative Region of the PRC and Taiwan region

"Company"
Huitongda Network Co., Ltd. (匯通達網絡股份有限公司), a joint stock company with limited liabilities established under the laws of the PRC on December 6, 2010, whose H Shares are listed on the Main Board of the Hong Kong Stock Exchange (stock code: 9878)

"Director(s)"
the director(s) of the Company

"Domestic Share(s)"
domestic share(s) with a nominal value of RMB1.00 each in the share capital of the Company which is (are) subscribed for or credited as fully paid in Renminbi

"Domestic Shareholder(s)"
holder(s) of the Domestic Share(s)

"EGM"
the 2025 second extraordinary general meeting of the Company to be held at the Conference Room, 6/F, Huitongda Building, 50 Zhongling Street, Xuanwu District, Nanjing, Jiangsu Province, the PRC, at 2:00 p.m. on Friday, December 19, 2025, or any adjournment thereof (as the case may be)

"Group"
the Company and its subsidiaries

"H Share(s)"
overseas listed foreign shares in the share capital of the Company with a nominal value of RMB1.00 each, which are subscribed for and traded in Hong Kong dollars and are listed on the Hong Kong Stock Exchange

"H Shareholder(s)"
holder(s) of the H Share(s)

DEFINITIONS

“HK$”	Hong Kong dollars, the lawful currency of Hong Kong
“Hong Kong” or “HK”	the Hong Kong Special Administrative Region of the PRC
“Hong Kong Stock Exchange”	The Stock Exchange of Hong Kong Limited
“IT”	information technology
“Latest Practicable Date”	November 26, 2025, being the latest practicable date prior to the printing of this circular for ascertaining certain information in this circular
“Listing Rules”	the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (as amended, supplemented or otherwise amended from time to time)
“RMB”	Renminbi, the lawful currency of the PRC
“Rules of Procedure for the Board”	the rules of procedure for the Board of the Company (as amended, supplemented or otherwise amended from time to time)
“Rules of Procedure for the General Meeting”	the rules of procedure for the general meeting of the Company (as amended, supplemented or otherwise amended from time to time)
“Share(s)”	ordinary share(s) in the share capital of the Company with a nominal value of RMB1.00 each, including Domestic Share(s) and H Share(s)
“Shareholder(s)”	the shareholder(s) of the Company, comprising Domestic Shareholder(s) and H Shareholder(s)
“Supervisor(s)”	the supervisor(s) of the Company
“%”	per cent

– 2 –

LETTER FROM THE BOARD

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 9878)

Chairman and non-executive Director:
WANG Jianguo

Executive Directors:
XU Xiuxian (Chief Executive Officer)
ZHAO Liangsheng
SUN Chao

Non-executive Director:
CAI Zhongqiu

Independent non-executive Directors:
YU Lixin
LIU Xiangdong
DIAO Yang

Registered Office and Headquarters:
Huitongda Building
50 Zhongling Street, Xuanwu District
Nanjing
Jiangsu Province
The PRC

Principal Place of Business in Hong Kong:
40/F, Dah Sing Financial Centre
248 Queen's Road East
Wanchai
Hong Kong

December 2, 2025

To the Shareholders

Dear Sir or Madam,

1. INTRODUCTION

The purpose of this circular is to provide you with the EGM notice, and information on certain resolutions to be considered at the EGM so that you can make informed decisions on whether to vote for or against such resolutions at the EGM.

LETTER FROM THE BOARD

Special resolutions will be proposed at the EGM to approve: (i) the proposed abolishment of the Board of Supervisors and amendments to the Articles of Association; (ii) the proposed amendments to the Rules of Procedure for the General Meeting; and (iii) the proposed amendments to the Rules of Procedure for the Board.

An ordinary resolution will be proposed at the EGM to approve the proposed use of reserve to offset losses.

2. PROPOSED ABOLISHMENT OF THE BOARD OF SUPERVISORS AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION

Reference is made to the announcement of the Company dated November 18, 2025 in relation to, among other things, the proposed abolishment of the Board of Supervisors and amendments to the Articles of Association.

In accordance with the relevant provisions of the Company Law of the People's Republic of China (2023 Revision) (the "Company Law"), the Guidelines for the Articles of Association of Listed Companies (2025 Revision) (the "Guidelines for the Articles of Association") and other relevant laws, regulations and normative documents, and based on the actual situation of the Company, the Company proposes the abolishment of the Board of Supervisors, with the Audit Committee under the Board exercising the statutory powers and functions of the Board of Supervisors. Concurrently, in accordance with the latest provisions of relevant laws, regulations and normative documents, and based on the actual situation of the Company, the Board proposes to amend the Articles of Association. Details of the proposed amendments to the Articles of Association are set out in Appendix I to this circular.

The abolishment of the Board of Supervisors and the amended Articles of Association shall become effective from the date of consideration and approval at the EGM. Prior to that, the Board of Supervisors shall continue to perform its duties, and the current Articles of Association shall remain effective. Upon the formal abolishment of the Board of Supervisors, the Rules of Procedure for the Board of Supervisors of the Company and other regulations relating to the Board of Supervisors shall be repealed accordingly. All clauses relating to the Board of Supervisors or the Supervisors in the Company's various management regulations shall be no longer applicable.

The above resolution was considered and approved by the Board on November 18, 2025 and is being proposed as a special resolution for consideration and approval at the EGM.

LETTER FROM THE BOARD

3. PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE GENERAL MEETING

In order to further enhance the corporate governance structure and promote the standardized operations of the Company, and in accordance with the relevant provisions of the Company Law, the Guidelines for the Articles of Association and other relevant laws, regulations and normative documents, and based on the actual situation of the Company, the Board proposes to amend the Rules of Procedure for the General Meeting and rename it as the Rules of Procedure for the Shareholders' Meeting (the "Rules of Procedure for the Shareholders' Meeting"). Details of the proposed amendments to the Rules of Procedure for the General Meeting are set out in Appendix II to this circular.

On the premise that the abolishment of the Board of Supervisors and the amended Articles of Association have been considered and approved at the EGM, the amended Rules of Procedure for the Shareholders' Meeting shall become effective from the date of consideration and approval at the EGM. Prior to that, the current Rules of Procedure for the General Meeting shall remain effective.

The above resolution was considered and approved by the Board on November 18, 2025 and is being proposed as a special resolution for consideration and approval at the EGM.

4. PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE BOARD

In order to further enhance the corporate governance structure and promote the standardized operations of the Company, and in accordance with the relevant provisions of the Company Law, the Guidelines for the Articles of Association and other relevant laws, regulations and normative documents, and based on the actual situation of the Company, the Board proposes to amend the Rules of Procedure for the Board. Details of the proposed amendments to the Rules of Procedure for the Board are set out in Appendix III to this circular.

On the premise that the abolishment of the Board of Supervisors and the amended Articles of Association have been considered and approved at the EGM, the amended Rules of Procedure for the Board shall become effective from the date of consideration and approval at the EGM. Prior to that, the current Rules of Procedure for the Board shall remain effective.

The above resolution was considered and approved by the Board on November 18, 2025 and is being proposed as a special resolution for consideration and approval at the EGM.

LETTER FROM THE BOARD

5. PROPOSED USE OF RESERVE TO OFFSET LOSSES

Reference is made to the announcement of the Company dated November 18, 2025 in relation to, among other things, the proposed use of reserves to offset losses.

Basic Information for Using Reserve to Offset Losses

According to the audit conducted by KPMG, as of December 31, 2024, the financial statements of the Company recorded accumulated losses of RMB2,065.456 million, with no balance in surplus reserve (i.e. RMB0) and capital reserve of RMB9,267.639 million. The accumulated losses of the Company were mainly attributable to the interest expenses accrued on financial liabilities arising from the redemption obligation assumed during multiple rounds of financing prior to the initial public offering of the Company's H shares.

In accordance with the Company Law, the Notice on Financial Treatment Issues Following the Implementation of the Company Law and the Foreign Investment Law (《關於公司法、外商投資法施行後有關財務處理問題的通知》) issued by the Ministry of Finance of the PRC and other relevant laws, regulations and normative documents, as well as the relevant provisions of the Articles of Association, the Company proposes to use RMB2,065.456 million from the capital reserve of the parent company to offset the accumulated losses of the parent company. The entire capital reserve proposed for use in offsetting losses is derived from the capital (share) premium paid by the shareholders of the Company in the form of monetary contributions.

Impacts of Using Reserve to Offset Losses on the Company

Upon completion of the plan to offset losses with reserve, the capital reserve of the Company will be reduced to RMB7,202.183 million, while the accumulated losses will be reduced to RMB0.

The Company will strengthen its financial foundation and create more favorable conditions for future dividend distributions through prudently using capital reserve to offset current losses. This approach will also contribute to the long-term preservation and enhancement of the Company's value, ensuring that the interests of all shareholders of the Company are safeguarded and enhanced to the greatest extent.

The above resolution was considered and approved by the Board on November 18, 2025 and is being proposed as an ordinary resolution for consideration and approval at the EGM.

LETTER FROM THE BOARD

6. EGM AND VOTING METHOD

The register of members of the Company will be closed from Tuesday, December 16, 2025 to Friday, December 19, 2025 (both days inclusive) for determining the entitlement to attend and vote at the EGM. To be eligible to attend and vote at the EGM, all completed transfer documents together with the relevant Share certificates must be lodged with the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for H Shareholders) or the registered office of the Company, at Huitongda Building, 50 Zhongling Street, Xuanwu District, Nanjing, Jiangsu Province, the PRC (for Domestic Shareholders) no later than 4:30 p.m. on Monday, December 15, 2025. All Shareholders whose names appear on the register of members of the Company on Friday, December 19, 2025 are entitled to attend and vote at the EGM.

A proxy form applicable to the EGM has been published on the websites of the Hong Kong Stock Exchange (www.hkexnews.hk) and the Company (www.htd.cn) and dispatched to the H Shareholders by means of receipt of communications chosen by the H Shareholders. Shareholders who wish to appoint a proxy to attend the EGM are requested to complete and return the proxy form to the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for H Shareholders) or the registered office of the Company, at Huitongda Building, 50 Zhongling Street, Xuanwu District, Nanjing, Jiangsu Province, the PRC (for Domestic Shareholders) no less than 24 hours before the time appointed for holding the EGM. Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the EGM or any adjournment thereof should they so wish.

Pursuant to Rule 13.39(4) of the Listing Rules and Article 94 of the Articles of Association, subject to certain exceptions, all votes of the Shareholders at the general meetings must be taken by poll. Therefore, all resolutions at the EGM will be taken by poll.

LETTER FROM THE BOARD

7. RECOMMENDATION

The Board considers that all the resolutions set out in the notice of the EGM for consideration and approval by the Shareholders are in the interests of the Company and the Shareholders as a whole. Accordingly, the Board recommends the Shareholders to vote in favor of all the resolutions to be proposed at the EGM.

By order of the Board
Huitongda Network Co., Ltd.
Chairman
Wang Jianguo

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

COMPARATIVE TABLE OF THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
1	Article 1 To safeguard the lawful interests of Huitongda Network Co., Ltd. (the “Company”) and its shareholders and creditors, as well as to regulate the organization and acts of the Company, the Articles of Association are formulated and enacted in accordance with “the Company Law of the People’s Republic of China” (the “Company Law”), “the Securities Law of the People Republic of China”, “the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies”, “the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited” (the “Hong Kong Listing Rules”) and other laws, administrative regulations, departmental rules, regulatory documents, and relevant regulations of the securities regulatory agency in the place where the Company’s shares are listed, based on the actual conditions of the Company and with reference to the Guidelines for the Articles of Association of Listed Companies.	Article 1 To safeguard the lawful interests of Huitongda Network Co., Ltd. (the “Company”) and its shareholders, employees and creditors, as well as to regulate the organization and acts of the Company, the Articles of Association are formulated and enacted in accordance with “the Company Law of the People’s Republic of China” (the “Company Law”), “the Securities Law of the People Republic of China”, “the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic Companies”, “the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited” (the “Hong Kong Listing Rules”) and other laws, administrative regulations, departmental rules, regulatory documents, and relevant regulations of the securities regulatory agency in the place where the Company’s shares are listed, based on the actual conditions of the Company and with reference to the Guidelines for the Articles of Association of Listed Companies.	Article 1 of the Guidelines for the Articles of Association

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
2	Article 5 The Company’s legal representative is the general manager of the Company.	Article 5 The Company’s legal representative is the general manager of the Company. Where the general manager who serves as the legal representative tenders a resignation, he/she shall be deemed to have resigned as the legal representative at the same time. Where the legal representative tenders a resignation, the Company shall appoint a new legal representative within 30 days from the date of the resignation of the legal representative.	Article 8 of the Guidelines for the Articles of Association
3	Article 6 The assets of the Company shall be divided into shares of equal value. The Company shall undertake its liabilities with all its assets, while the shareholders of the Company shall undertake limited liabilities subject to their respective shares subscribed.	Article 6 The assets of the Company shall be divided into shares of equal value. The Company shall undertake its liabilities with all its assets properties, while the shareholders of the Company shall undertake limited liabilities subject to their respective shares subscribed.	Article 10 of the Guidelines for the Articles of Association
4	Article 8 The Articles of Association is binding on the Company and its shareholders, directors, supervisors and senior officer; the aforementioned person(s) may assert claims in respect of the Company’s affairs pursuant to the Articles of Association.

Pursuant to the Articles of Association, shareholders may institute legal proceedings against other shareholders, shareholders may institute legal proceedings against the directors, supervisors, general manager, and other senior officer of the Company, and shareholders may also institute legal proceedings against the Company; the Company may institute legal proceedings against shareholders, directors, supervisors, general manager, and other senior officer. | Article 8 The Articles of Association is binding on the Company and its shareholders, directors, supervisors and senior officer; the aforementioned person(s) may assert claims in respect of the Company’s affairs pursuant to the Articles of Association.

– I-2 –

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
5	Article 14 The shares of the Company shall be issued based on the principle of fairness and impartiality, and shall rank pari passu in all respects with the shares of the same class.

Shares of the same class issued at the same time shall be issued under the same condition and at the same price. The same price shall be paid for each of the shares subscribed for by any entity or individual.

Domestic Shares and Overseas Listed Foreign Shares issued by the Company are entitled to the same rights in any distribution in the form of dividends (including cash and in-kind distribution) or any other form. The Company shall not exercise any power to freeze or otherwise impair the rights attached to any of its shares held by any person having a direct or indirect interest merely because he/she has not disclosed his/her interest to the Company. | Article 14 The shares of the Company shall be issued based on the principle of fairness and impartiality, and shall rank pari passu in all respects with the shares of the same class.

Domestic Shares and Overseas Listed Foreign Shares issued by the Company are entitled to the same rights in any distribution in the form of dividends (including cash and in-kind distribution) or any other form. The Company shall not exercise any power to freeze or otherwise impair the rights attached to any of its shares held by any person having a direct or indirect interest merely because he/she has not disclosed his/her interest to the Company. | Article 17 of the Guidelines for the Articles of Association |
| 6 | Article 15 All shares issued by the Company shall have a par value denominated in Renminbi, which shall be RMB1 for each share. | Article 15 All shares issued by the Company shall have Shares of the Company are issued with a par value denominated in Renminbi, which shall be RMB1 for each share. | Article 18 of the Guidelines for the Articles of Association |

– I-3 –

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
7	Article 17 The shares issued by the Company to the domestic investors and to be subscribed for in Renminbi shall be referred to as “domestic shares”. Shares issued by the Company to overseas investors and to be subscribed in a foreign currency shall be referred to as “foreign shares”. Foreign shares listed outside China shall be referred to as “overseas listed foreign shares”.

Both holders of domestic shares and overseas listed foreign shares shall be the shareholders of ordinary shares, and have the same rights and obligations.

Shares that have been approved/filed for issuance by the authorities authorized by the State Council and have been approved by overseas securities regulatory authorities and are listed and traded in overseas stock exchanges are collectively referred to as overseas listed shares.

The overseas shares issued by the Company and listed in The Stock Exchange of Hong Kong Limited (“Hong Kong Stock Exchange”) are briefly referred to as H-shares, which shall be the shares listed on Hong Kong Stock Exchange, denominated in Renminbi, and subscribed for and traded in a foreign currency. | Article 17 The shares issued by the Company to the domestic investors and to be subscribed for in Renminbi shall be referred to as “domestic shares”. Shares issued by the Company to overseas investors and to be subscribed in a foreign currency shall be referred to as “foreign shares”. Foreign shares listed outside China shall be referred to as “overseas listed foreign shares”.

Both holders of domestic shares and overseas listed foreign shares shall be the shareholders of ordinary shares, and have the same rights and obligations.

– I-4 –

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	For the purposes of the preceding paragraph, the term “foreign currency” shall refer to the lawful currency of a country or area outside China, which is recognized by the State Administration of Foreign Exchange and can be used to pay for the shares of the Company.

To the extent permitted by the relevant laws, administrative regulations and departmental rules, shareholders holding unlisted domestic shares of the Company may apply for the conversion of domestic unlisted shares held by them into overseas listed shares for the listing and trading of such shares on an overseas stock exchange. The aforesaid shareholders shall entrust the Company to file with the securities regulatory authority of the State Council. The aforesaid applications, filings and other matters are not subject to voting at a general meeting. The listing and trading of the aforesaid shares in foreign stock exchanges shall be subject to the regulatory procedures, regulations and requirements of overseas stock markets.

The unlisted domestic shares as mentioned in the preceding paragraph shall be the domestic shares issued by the Company but not listed or traded on the domestic stock exchange(s). | For the purposes of the preceding paragraph, the term “foreign currency” shall refer to the lawful currency of a country or area outside China, which is recognized by the State Administration of Foreign Exchange and can be used to pay for the shares of the Company.

To the extent permitted by the relevant laws, administrative regulations and departmental rules, shareholders holding unlisted domestic shares of the Company may apply for the conversion of domestic unlisted shares held by them into overseas listed shares for the listing and trading of such shares on an overseas stock exchange. The aforesaid shareholders shall entrust the Company to file with the securities regulatory authority of the State Council. The aforesaid applications, filings and other matters are not subject to voting at a shareholders’ general meeting. The listing and trading of the aforesaid shares in foreign stock exchanges shall be subject to the regulatory procedures, regulations and requirements of overseas stock markets.

The unlisted domestic shares as mentioned in the preceding paragraph shall be the domestic shares issued by the Company but not listed or traded on the domestic stock exchange(s). | |

– I-5 –

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
8	Article 20 The Company or its subsidiaries (including affiliates of the Company) shall not provide any assistance in manners including gift, advance funds, guarantee, compensation or loans to a person who is acquiring or is proposing to acquire shares in the Company.	Article 20 The Company or its subsidiaries (including affiliates of the Company) shall not provide any assistance in manners including gift, advance funds, guarantee, compensation or loans to a person who is acquiring or is proposing to acquire shares in the Company. financial assistance in the form of gifts, advances, guarantees, borrowings or otherwise to any person for the purpose of acquiring shares of the Company or its parent company, except for the implementation of employee share ownership plans by the Company.

The Company may, in its own interest, provide financial assistance to any person for the purpose of acquiring shares of the Company or its parent company upon resolution by the shareholders' meeting, or by the Board of Directors in accordance with the authorization granted under these Articles of Association or by the shareholders' meeting, provided that the aggregate amount of such financial assistance shall not exceed 10% of the total issued share capital. Any resolution by the Board of Directors in this regard shall be passed by more than two-thirds of all directors.

Where the violation of the preceding two paragraphs causes losses to the Company, the liable directors and senior officers shall be liable for compensation. | Article 22 of the Guidelines for the Articles of Association |

– I-6 –

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
9	Article 21 In accordance with the laws and regulations, the Company may, based on its operating and development needs and the resolution of the general meeting, increase its capital by the following methods:

(I) by public offering of shares;

(II) by private placement of shares;

(III) by allotting bonus shares to existing shareholders;

(IV) by capitalizing its capital reserve;

(V) by any other method which is permitted by laws and administrative regulations and the relevant regulatory authorities.

The Company’s increase in capital by issuing new shares shall be handled in accordance with the procedures set out in relevant laws, administrative regulations and the Hong Kong Listing Rules after having been approved in accordance with the Articles of Association. | Article 21 In accordance with the laws and regulations, the Company may, based on its operating and development needs and the resolution of the shareholders’ general—meeting, increase its capital by the following methods:

(I) by public offering of issuing shares to unspecified targets;

(II) by private placement of issuing shares to specified targets;

(III) by allotting bonus shares to existing shareholders;

(IV) by capitalizing its capital reserve;

(V) by any other method which is permitted by laws and administrative regulations and the relevant regulatory authorities.

– I-7 –

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
10	Article 23 Under the following circumstances, the Company may repurchase its shares in accordance with the provisions of the relevant laws, administrative regulations, departmental rules and the Articles of Association:
(I) to reduce the registered capital of the Company;
(II) to merge with other companies that hold the shares of the Company;
(III) To use the shares for the Employee Stock Ownership Plan or as the equity incentive;
(IV) the shareholders who disagree with the merger or separation resolution made by the general meeting ask the Company to acquire their shares;
(V) to use the shares in the conversion of the convertible corporate bonds issued by the Company;
(VI) necessary for protecting the company value and the shareholders’ equity;
(VII) any other circumstances required by the laws, administrative regulations, departmental rules, and the regulatory rules of the place where the Company’s shares are listed.	Article 23 Under the following circumstances, the Company may repurchase its shares in accordance with the provisions of the relevant laws, administrative regulations, departmental rules and the Articles of Association:
(I) to reduce the registered capital of the Company;
(II) to merge with other companies that hold the shares of the Company;
(III) To use the shares for the Employee Stock Ownership Plan or as the equity incentive;
(IV) the shareholders who disagree with the merger or separation resolution made by the shareholders’ general—meeting ask the Company to acquire their shares;
(V) to use the shares in the conversion of the convertible corporate bonds issued by the Company;
(VI) necessary for protecting the company value and the shareholders’ equity;
(VII) any other circumstances required by the laws, administrative regulations, departmental rules, and the regulatory rules of the place where the Company’s shares are listed.	Article 25 of the Guidelines for the Articles of Association and revising the term “general meeting (股東會)”

I-8 -

APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	Except for the above situations, the Company shall not engage in the activity of trading its shares.

The repurchase of shares by the Company for the reasons set out in subparagraphs (I) and (II) above shall be subject to the resolution of the general meeting. The repurchase of shares by the Company for the reasons set out in item (III), item (V) and item (VI) above may be subject to the resolution made at a board meeting attended by two-thirds or more of the directors in accordance with the authorization of the general meeting.

In terms of the domestic shares, the shares repurchased by the Company shall be processed in the following ways: for the circumstance in item (I), such shares shall be canceled in 10 days after the date of repurchase; for the circumstance in item (II) or (IV), such shares shall be transferred or canceled in 6 months; for the circumstance in item (III), (V) or (VI), the total number of shares held by the Company shall not exceed 10% of the total issued shares of the Company, and such shares shall be transferred or canceled in 3 years. | Except for the above situations, the Company shall not engage in the activity of trading its shares.

The repurchase of shares by the Company for the reasons set out in subparagraphs (I) and (II) above shall be subject to the resolution of the shareholders’ general meeting. The repurchase of shares by the Company for the reasons set out in item (III), item (V) and item (VI) above may be subject to the resolution made at a board meeting attended by two-thirds or more of the directors in accordance with the authorization of the shareholders’ general meeting.

In terms of the domestic shares, the shares repurchased by the Company shall be processed in the following ways: for the circumstance in item (I), such shares shall be canceled in 10 days after the date of repurchase; for the circumstance in item (II) or (IV), such shares shall be transferred or canceled in 6 months; for the circumstance in item (III), (V) or (VI), the total number of shares held by the Company shall not exceed 10% of the total number of issued shares of the Company, and such shares shall be transferred or canceled in 3 years. | |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	If it is otherwise specified in provisions of the laws, administrative regulations, departmental rules and relevant rules of the securities regulatory authorities where the Company’s shares are listed on the handling of the matters involved in the aforementioned share repurchase, such provisions shall prevail.

If the Company purchases its shares, it shall perform its obligation of information disclosure according to law. | If it is otherwise specified in provisions of the laws, administrative regulations, departmental rules and relevant rules of the securities regulatory authorities where the Company’s shares are listed on the handling of the matters involved in the aforementioned share repurchase, such provisions shall prevail.

If the Company purchases its shares, it shall perform its obligation of information disclosure according to law. | |
| 11 | Article 25 After repurchasing shares according to law, the Company shall, within the time limit prescribed by laws and administrative regulations, cancel such shares and apply with the original company registration authorities for the registration of change in the registered capital.

The total par value of the canceled shares shall be deducted from the registered capital of the Company. | Article 25 After repurchasing shares according to law, the Company shall, within the time limit prescribed by laws and administrative regulations, transfer or cancel such shares and apply with the original company registration authorities for the registration of change in the registered capital.

The total par value of the canceled shares shall be deducted from the registered capital of the Company. | Article 27 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
12	Article 29 Shares of the Company held by the promoters shall not be transferred within one year from the date of the establishment of the Company. Shares issued by the Company prior to its public offering shall not be transferred within one year since the date on which its shares are listed and traded in a stock exchange.

The Directors, Supervisors, senior officers of the Company shall declare the number of shares held by them and the relevant changes. The number of shares transferred each year during their term of office shall not exceed 25% of the total number of shares of the Company held by them. The shares of the Company held by them shall not be transferred within one year since the listing date of the shares of the Company. The shares of the Company held by them shall not be transferred within six months after their resignation.

If it is otherwise specified in the provisions in the rules of the securities regulatory authorities in the place where the Company's shares are listed on restricting the transfer of overseas listed shares, such provisions shall prevail. | Article 29 Shares of the Company held by the promoters shall not be transferred within one year from the date of the establishment of the Company. Shares issued by the Company prior to its public offering shall not be transferred within one year since the date on which its shares are listed and traded in a stock exchange. Where the laws, administrative regulations or the securities regulatory authority of the State Council have other provisions governing the transfer of shares held by shareholders or actual controllers of the Company, such provisions shall prevail.

The Directors, Supervisors, senior officers of the Company shall declare the number of shares held by them and the relevant changes. The number of shares transferred each year during their term of office as determined at the time of appointment shall not exceed 25% of the total number of shares of the same class of the Company held by them. The shares of the Company held by them shall not be transferred within one year since the listing date of the shares of the Company. The shares of the Company held by them shall not be transferred within six months after their resignation.

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
13	Chapter IV Shareholder and General Meeting	Chapter IV Shareholder and Shareholders’ General-Meeting	Revising the term “shareholders’ meeting (股東會)”
14	Article 30 The shareholders of the Company are those who lawfully hold the shares of the Company and have their names registered in the register of shareholders. The Company shall establish a register of shareholders in accordance with the evidence provided by the securities registrar. The register of shareholders shall be sufficient evidence of a shareholder’s shareholding in the Company, unless there is evidence to the contrary. The shareholders shall enjoy the rights and assume the obligations according to the class and amount of the shares they hold; the shareholders holding the same class of shares shall enjoy the same rights and assume the same obligations. Holders of domestic shares and overseas listed foreign shares shall be deemed to be shareholders of the same class.	Article 30 The shareholders of the Company are those who lawfully hold the shares of the Company and have their names registered in the register of shareholders. The Company shall establish a register of shareholders in accordance with the evidence provided by the securities registrar registration and clearing institution. The register of shareholders shall be sufficient evidence of a shareholder’s shareholding in the Company, unless there is evidence to the contrary. The shareholders shall enjoy the rights and assume the obligations according to the class and amount of the shares they hold; the shareholders holding the same class of shares shall enjoy the same rights and assume the same obligations. Holders of domestic shares and overseas listed foreign shares shall be deemed to be shareholders of the same class.	Article 32 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
15	Article 31 If the laws, administrative regulations, departmental rules, normative documents of the PRC and relevant stock exchanges or regulatory authorities at the place where the Company's shares are listed have provisions on the book closure period prior to a general meeting or the record date for determining entitlements to dividend distribution by the Company, the relevant provisions shall prevail. Shareholders may still inspect the register of members during the book closure period.	Article 31 If the laws, administrative regulations, departmental rules, normative documents of the PRC and relevant stock exchanges or regulatory authorities at the place where the Company's shares are listed have provisions on the book closure period prior to a shareholders’ general-meeting or the record date for determining entitlements to dividend distribution by the Company, the relevant provisions shall prevail. Shareholders may still inspect the register of members during the book closure period.	Revising the term “shareholders’ meeting (股東會)”
16	Article 32 When the Company convenes general meetings, distributes dividends, executes clearing or makes other conducts that need to identify the shareholders, the Board of Directors or the chairman of a general meeting shall determine the date of record. The shareholders included in the register of shareholders at the close of trading on the date of record shall be the entitled shareholders.	Article 32 When the Company convenes shareholders’ general meetings, distributes dividends, executes clearing or makes other conducts that need to identify the shareholders, the Board of Directors or the chairman of a shareholders’ general—meeting shall determine the date of record. The shareholders included in the register of shareholders at the close of trading on the date of record shall be the entitled shareholders.	Revising the term “shareholders’ meeting (股東會)”

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
17	Article 33 Shareholders of ordinary shares of the Company shall enjoy the following rights:
(I) to receive dividends and other forms of distribution of interests in proportion to their respective shareholdings;
(II) to legally request, convene, preside over, attend or dispatch shareholder’s agent to attend the general meeting and exercise the corresponding voting rights;
(III) to supervise the business operations of the Company and to make suggestions or inquiries;
(IV) to transfer, bestow or pledge the shares they hold according to the laws, administrative regulations and the Articles of Association;
(V) to inspect the Articles of Association, register of shareholders (the Hong Kong branch register shall be available for inspection by shareholders), bond records of the Company, minutes of general meetings, resolutions of Board meetings, resolutions of meetings of Board of Supervisors and financial reports;	Article 33 Shareholders of ordinary shares of the Company shall enjoy the following rights:
(I) to receive dividends and other forms of distribution of interests in proportion to their respective shareholdings;
(II) to legally request to call, convene, preside over, attend or dispatch shareholder’s agent to attend the shareholders’ general meeting and exercise the corresponding voting rights;
(III) to supervise the business operations of the Company and to make suggestions or inquiries;
(IV) to transfer, bestow or pledge the shares they hold according to the laws, administrative regulations and the Articles of Association;
(V) to inspect and copy the Articles of Association, register of shareholders (the Hong Kong branch register shall be available for inspection by shareholders), bond records of the Company, minutes of shareholders’ general meetings, resolutions of Board meetings, resolutions of meetings of Board of Supervisors and financial reports; shareholders who meet the prescribed requirements may inspect the accounting books and accounting vouchers of the Company;	Article 34 of the Guidelines for the Articles of Association and revising the term “shareholders’ meeting (股東會)”

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(VI) to participate in the distribution of remaining assets of the Company in proportion to the number of shares held in the event of the termination or liquidation of the Company;

(VII) to request the Company to buy back his/her shares if a shareholder opposes the merger or division of the Company at the general meeting;

(VIII) other rights conferred by the laws, administrative regulations, departmental rules, regulation rules of the place where the Company’s shares are listed and the Articles of Association. | (VI) to participate in the distribution of remaining assets of the Company in proportion to the number of shares held in the event of the termination or liquidation of the Company;

(VII) to request the Company to buy back his/her shares if a shareholder opposes the merger or division of the Company at the shareholders’ general-meeting;

(VIII) other rights conferred by the laws, administrative regulations, departmental rules, regulation regulatory rules of the place where the Company’s shares are listed and the Articles of Association. | |
| 18 | Article 34 A shareholder requesting for inspection of information or access to aforesaid materials shall provide the Company with written documents evidencing the class and number of shares of the Company that such shareholder holds. The Company shall provide such information and materials as requested by the shareholder after confirming the identity of the shareholder. | Article 34 A shareholder requesting for inspection of to inspect or copy information or to access to aforesaid materials shall provide the Company with written documents evidencing the class and number of shares of the Company that such shareholder holds. The Company shall provide such information and materials as requested by the shareholder after confirming the identity of the shareholder. | Article 110 of the Company Law |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
		Shareholders who individually or collectively hold more than 3% of the Company’s shares for more than 180 consecutive days may request to inspect the accounting books and accounting vouchers of the Company. In such case, such request shall be made to the Company in writing and state its purposes. If the Company, on reasonable grounds, believes that the shareholders are inspecting the accounting books and accounting vouchers for improper purposes and may result in damage to the Company’s legitimate interests, the Company may refuse the inspection and make written response to the shareholders stating its reasons within 15 days upon delivery of the written request by the shareholders. If the Company refuses the inspection, the above-mentioned shareholders may file a suit in the people’s court. The aforesaid shareholders may engage an intermediary agency, such as an accounting firm or a law firm, to inspect the materials provided for in the preceding paragraph.

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
		The aforesaid shareholders and the accounting firms, law firms or other intermediary agencies they engaged shall comply with the requirements of laws and administrative regulations on the protection of state secrets, trade secrets, personal privacy and personal information when inspecting and making copies of relevant materials.

Shareholders requesting to inspect or copy materials pertaining to wholly-owned subsidiaries of the Company shall be subject to the relevant provisions of Item (V) of Article 33 of these Articles of Association and this Article.

Shareholders requesting to inspect or copy relevant materials shall comply with the provisions of the Hong Kong Listing Rules and other laws and administrative regulations. | |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
19	Article 35 The shareholders are entitled to request the people’s court to invalidate the resolution of the general meeting and board meeting which violates the laws and administrative regulations.

The shareholders are entitled to request the people’s court to cancel the relevant resolution within 60 days after the resolution is adopted if the convening procedure and voting method of the general meeting or board meeting violates the laws, administrative regulations or the Articles of Association, or the resolution content breaches the Articles of Association. | Article 35 The shareholders are entitled to request the people’s court to invalidate the resolution of the shareholders’ general meeting and board meeting which violates the laws and administrative regulations.

The shareholders are entitled to request the people’s court to cancel the relevant resolution within 60 days after the resolution is adopted if the convening procedure and voting method of the shareholders’ general meeting or board meeting violates the laws, administrative regulations or the Articles of Association, or the resolution content breaches the Articles of Association, except where the convening procedures or voting methods of the shareholders’ meeting or the meeting of the board have only minor defects that produce no substantial effect on the resolution. | Article 36 of the Guidelines for the Articles of Association and revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
		Where the Board of Directors, shareholders or other relevant parties have disputes over the validity of a resolution passed at a shareholders’ meeting, they shall promptly file a suit in the people’s court. Before the people’s court makes a judgement or ruling on the revocation of the resolution, the relevant parties shall execute the resolution of the shareholders’ meeting. The Company, the directors and senior officers shall duly perform their duties to ensure the normal operation of the Company.

If the people’s court makes a judgement or ruling on the relevant matters, the Company shall perform its information disclosure obligations in accordance with laws, administrative regulations, and the provisions of the CSRC and stock exchanges, fully explain the impact, and actively cooperate with the enforcement of the judgement or ruling after it has come into effect. Where corrections to prior events are involved, they shall be handled in a timely manner, and the corresponding information disclosure obligations shall be fulfilled. | |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
20	New article	Article 36 A resolution of a shareholders’ meeting or a Board meeting of the Company shall be invalid in any of the following circumstances:

(I) The resolution was made without convening a shareholders’ meeting or a Board meeting;

(II) The resolution was not voted on at a shareholders’ meeting or a Board meeting;

(III) The number of attendees of the meeting or their voting rights do not meet the quorum or the number of voting rights as required by the Company Law or these Articles of Association;

(IV) The number of attendees voting in favor of the resolution or their voting rights do not meet the quorum or the number of voting rights as required by the Company Law or these Articles of Association. | Article 37 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
21	Article 36 If a director and senior management personnel causes losses to the Company for violation of the requirements of the laws, administrative regulations or the Articles of Association during the performance of his/her duties, shareholders who hold more than 1%, individually or jointly, of the Company's shares for more than 180 days continuously, have the right to request the Board of Supervisors to bring a suit to the people's court; if the Board of Supervisors causes losses to the Company for violation of the requirements of the laws, administrative regulations or the Articles of Association during the performance of its duties, the aforesaid shareholders can request the Board in written form to file a suit in the people's court.

Upon receipt of the written request by the shareholders as stipulated in the preceding paragraph, in case the Board of Supervisors and/or the Board refuses to file litigation or fails to file litigation within 30 days from receipt of such request, or under urgent circumstances that failure in filing litigation immediately, the Company will suffer from irreparable damages, the aforesaid shareholders shall have the right to file litigation with a people's court directly in their own name for protection of the Company's interests.

In the event that any person infringes the legal interests of the Company causing losses to the Company, the shareholders specified in the first paragraph may file litigation with a people's court in accordance with the provisions of the preceding two paragraphs. | Article 367 If a director and/or a senior management personnel officer other than a member of the Audit Committee causes losses to the Company for violation of the requirements of the laws, administrative regulations or the Articles of Association during the performance of his/her duties, shareholders who hold more than 1%, individually or jointly, of the Company's shares for more than 180 days continuously, have the right to request the Board of Supervisors Audit Committee to bring a suit to the people's court; if the Board of Supervisors member of the Audit Committee causes losses to the Company for violation of the requirements of the laws, administrative regulations or the Articles of Association during the performance of its duties, the aforesaid shareholders can request the Board in written form to file a suit in the people's court.

Upon receipt of the written request by the shareholders as stipulated in the preceding paragraph, in case the Board of Supervisors Audit Committee and/or the Board refuses to file litigation or fails to file litigation within 30 days from receipt of such request, or under urgent circumstances that failure in filing litigation immediately, the Company will suffer from irreparable damages, the aforesaid shareholders shall have the right to file litigation with a people's court directly in their own name for protection of the Company's interests.

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
22	Article 38 Shareholders of ordinary shares of the Company shall assume the following obligations:

(I) to abide by the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association;

(II) to pay subscription moneys for the shares subscribed in accordance with the agreed manner of payment;

(III) not to withdraw from the Company except for the circumstances set out in the relevant laws, regulations and the Articles of Association;

(IV) not to abuse shareholder’s rights to damage the interests of the Company or other shareholders; not to abuse the independent legal person status of the Company and the limited liability of shareholders to damage the interests of the creditors of the Company; | Article 389 Shareholders of ordinary shares of the Company shall assume the following obligations:

(I) to abide by the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association;

(II) to pay subscription moneys for the shares subscribed in accordance with the agreed manner of payment;

(III) not to withdraw their share capital from the Company except for the circumstances set out in the relevant laws, regulations and the Articles of Association;

(IV) not to abuse shareholder’s rights to damage the interests of the Company or other shareholders; not to abuse the independent legal person status of the Company and the limited liability of shareholders to damage the interests of the creditors of the Company; | Article 40 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	If any shareholder of the Company abuses the shareholder's rights and causes loss to the Company or other shareholders, he/she shall be liable for the compensation;

If any shareholder of the Company abuses the independent legal person status of the Company and the limited liability of shareholders to evade debts and severely damage the interests of the creditors of the Company, he/she shall bear joint liability for the debts of the Company;

(V) to assume other obligations required by the laws, administrative regulations, regulation rules of the place where the Company's shares are listed and the Articles of Association.

Shareholders shall not be liable for making any additional contribution to the share capital other than according to the terms agreed by the subscriber of the shares at the time of subscription. | If any shareholder of the Company abuses the shareholder's rights and causes loss to the Company or other shareholders, he/she shall be liable for the compensation;

(V) to assume other obligations required by the laws, administrative regulations, regulationregulatory rules of the place where the Company's shares are listed and the Articles of Association.

Shareholders shall not be liable for making any additional contribution to the share capital other than according to the terms agreed by the subscriber of the shares at the time of subscription. | |
| 23 | Article 39 A shareholder holding 5% or more of the Company's shares with voting rights pledges any shares in his/her possession shall submit a written report to the Company from the date when he/she pledges his/her shares. | Delete | This article has been removed from the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
24	Article 40 The controlling shareholder and the de facto controllers of the Company shall not use the connected relations to prejudice the interests of the Company; they shall be liable for indemnifying the Company for the losses arising therefrom in case of violation of such requirement.

The controlling shareholders and actual controllers of the Company shall bear the fiduciary duty to the Company and other shareholders. The controlling shareholder shall exercise the rights of the investor in strict accordance with law. The controlling shareholder shall not damage the legitimate rights and interests of the Company and other shareholders by means of profit distribution, asset restructuring, outbound investment, capital occupation, loan guarantee, connected transactions, etc., and shall not damage the interests of the Company and other shareholders by means of its controlling position. | Article 40 The controlling shareholder and the de facto actual controllers of the Company shall not use the connected relations to prejudice the interests of the Company; they shall be liable for indemnifying the Company for the losses arising therefrom in case of violation of such requirement.exercise their rights and fulfill their obligations in accordance with laws, administrative regulations, the requirements of the CSRC and stock exchanges to safeguard the interests of the Company.

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
25	New article	Article 41 The controlling shareholders and the actual controllers of the Company shall comply with the following provisions:

(I) to exercise their rights as shareholders in accordance with the law and not to abuse their right of control or take advantage of the related party relationships to prejudice the legitimate rights and interests of the Company or other shareholders;

(II) to strictly fulfill the public statements and various undertakings made and not to arbitrarily alter or waive them;

(III) to fulfill information disclosure obligations in strict accordance with relevant regulations, proactively cooperate with the Company in information disclosure and promptly inform the Company of any major events that have occurred or are intended to occur;

(IV) not to appropriate the Company's funds in any manner;

(V) not to compel, instruct or request the Company and relevant personnel to provide guarantees in violation of laws and regulations; | Article 43 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
		(VI) not to make use of the Company’s undisclosed material information for personal gain, or reveal undisclosed material information related to the Company in any manner, or engage in insider trading, short-term trading, market manipulation or other illegal and unlawful acts;

(VII) not to damage the legitimate rights and interests of the Company and other shareholders by means of unfair connected transactions, profit distribution, asset restructuring, outbound investment, etc.;

(VIII) to ensure the integrity of the Company’s assets, and the independence of its personnel, finance, organization and business, and not to affect the independence of the Company in any manner;

(IX) to comply with other provisions of laws, administrative regulations, business rules of stock exchange where the Company’s shares are listed and the Articles of Association.

The controlling shareholders and actual controllers of the Company who do not serve as directors of the Company but effectively execute the affairs of the Company shall comply with the provisions of the Articles of Association regarding the faithful obligations and diligence obligations of directors. | |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
		Where a controlling shareholder or actual controller of the Company instructs a director or senior officer to engage in an act that is detrimental to the interests of the Company or shareholders, he/she shall bear joint and several liability with the director and senior officer.
26	Section 2 General Provisions of General Meetings	Section 2 General Provisions of Shareholders’ General Meetings	Revising the term “shareholders’ meeting (股東會)”
27	Article 42 The General Meeting of Shareholders acts as the authoritative organization of the Company which, according to the laws, exercises the following power: (I) to decide the management policies and investment plans of the Company; (II) to elect and replace directors and supervisors who are not staff representatives, and to decide on matters relating to their remuneration; (III) to review and approve the reports of the Board; (IV) to review and approve the reports of the Board of Supervisors; (V) to review and approve the annual financial budget plans and accounting plans of the Company;	Article 423 The General Meeting of Shareholders shareholders’ meeting of the Company is constituted by all shareholders and acts as the authoritative organization of the Company which, according to the laws, exercises the following power: (I) to decide the management policies and investment plans of the Company; (II) to elect and replace directors and supervisors who are not staff representatives, and to decide on matters relating to their remuneration; (III) to review and approve the reports of the Board; (IV) to review and approve the reports of the Board of Supervisors; (VIII) to review and approve the annual financial budget plans and accounting plans of the Company;	Article 46 of the Guidelines for the Articles of Association

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(VI) to review and approve the profit distribution plan and loss recovery plan of the Company;	(VII) to review and approve the profit distribution plan and loss recovery plan of the Company;
	(VII) to make resolutions on the increase or reduction of the Company’s registered capital;	(VIII) to make resolutions on the increase or reduction of the Company’s registered capital;
	(VIII) to make resolutions on the issuance of corporate bonds or other securities and public listing plans;	(IX) to make resolutions on the issuance of corporate bonds or other securities and public listing plans;
	(IX) to make resolutions on matters such as the merger, division, dissolution, liquidation or change in the organizational form of the Company;	(XVII) to make resolutions on matters such as the merger, division, dissolution, liquidation or change in the organizational form of the Company;
	(X) to amend the Articles of Association;	(XVIII) to amend the Articles of Association;
	(XI) to make resolutions on the appointment or dismissal or non-renewal of engagement of accounting firms by the Company;	(XIX) to make resolutions on the appointment or dismissal or non-renewal of engagement of accounting firms by undertaking the audit work of the Company;
	(XII) to consider and approve the external guarantees of the Company that require the approval by the general meetings;	(XIII) to consider and approve the external guarantees of the Company that require the approval by the shareholders’ general-meetings;
	(XIII) to consider the Company’s purchase or disposal of major assets within one year of an aggregate value exceeding 30% of the latest audited total assets of the Company;	(XII) to consider the Company’s purchase or disposal of major assets within one year of an aggregate value exceeding 30% of the latest audited total assets of the Company;

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(XIV) consider and approve material transactions and connected transactions which shall be submitted to the general meeting for consideration in accordance with laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed and the Articles of Association;	(XIVI) to consider and approve material transactions and connected transactions which shall be submitted to the shareholders’ general-meeting for consideration in accordance with laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed and the Articles of Association;
	(XV) to review stock incentive plan and employee stock ownership plan;	(XVIII) to review stock incentive plan and employee stock ownership plan or the Company’s repurchase plan;
	(XVI) to consider proposals raised by shareholder(s), individually or collectively representing over 3% of the Company’s voting shares;	(XIVI) to consider proposals raised by shareholder(s), individually or collectively representing over 3%1% of the Company’s voting shares;
	(XVII) to review and approve the change of use of proceeds;	(XVIII) to review and approve the change of use of proceeds;
	(XVIII) to consider other matters that shall be decided by the general meeting according to the laws, administrative regulations, departmental rules, Hong Kong Listing Rules or the Articles of Association.	(XVIH) to consider other matters that shall be decided by the shareholders’ general-meeting according to the laws, administrative regulations, departmental rules, Hong Kong Listing Rules or the Articles of Association.
	Under the condition of not breaching any laws and regulations and mandatory provisions of the relevant laws and regulations of the listing place, the general meeting may authorize or entrust the Board to handle the matters as authorized or entrusted.	Under the condition of not breaching any laws and regulations and mandatory provisions of the relevant laws and regulations of the listing place, the shareholders’ general meeting may authorize or entrust the Board to handle the matters as authorized or entrusted.

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
28	Article 43 Unless the Company is in danger or under other special circumstances, the Company shall not, without the approval of general meeting by means of a special resolution, enter into agreements with persons other than directors, supervisors or senior officers granting that persons responsible for the management of all or part of the Company’s material business.	Article 434 Unless the Company is in danger or under other special circumstances, the Company shall not, without the approval of shareholders’ general meeting by means of a special resolution, enter into agreements with persons other than directors, supervisors or senior officers granting that persons responsible for the management of all or part of the Company’s material business.	Revising the term “shareholders’ meeting (股東會)” and abolishment of the Board of Supervisors
29	Article 44 The following external guarantees of the Company shall be reviewed and passed by the Board, and then submitted to be reviewed and passed at the general meeting (except the guarantees provided by the Company for its holding subsidiary):
(I) any guarantee provided after the total amount of the external guarantees provided by the Company and its majority owned subsidiaries reaches or exceeds 50% of the audited net assets for the latest period;
(II) any guarantee provided after the total amount of the external guarantees provided by the Company reaches or exceeds 30% of the audited total assets for the latest period;	Article 445 The following external guarantees of the Company shall be reviewed and passed by the Board, and then submitted to be reviewed and passed at the shareholders’ general meeting for consideration after being considered and approved by the Board (except the guarantees provided by the Company for its holding subsidiary):
(I) any guarantee provided after the total amount of the external guarantees provided by the Company and its majority owned subsidiaries reaches or exceeds 50% of the audited net assets for the latest period;
(II) any guarantee provided after the total amount of the external guarantees provided by the Company reaches or exceeds 30% of the audited total assets for the latest period;
(III) any guarantee provided by the Company to any person with an amount exceeding 30% of the Company’s latest audited total assets within one year;	Article 47 of the Guidelines for the Articles of Association

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(III) the guarantee made to a party whose ratio of assets and liabilities (gearing ratio) exceeding 70%;

(IV) any single guarantee with the amount exceeding 10% of the audited net assets for the latest period;

(V) any guarantee whose amount exceeds 30% of the Company’s latest audited total assets within 12 consecutive months;

(VI) any guarantee whose amount exceeds 50% of the Company’s latest audited total assets and the absolute amount exceeds RMB30 million within 12 consecutive months;

(VII) any guarantee provided to the shareholders, actual controller and its related parties;

(VIII) any other guarantee circumstance provided in the laws, regulations, normative documents, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.

The guarantees as mentioned in item (V) above submitted to the general meeting for consideration shall be passed with two-thirds of the votes held by the shareholders attending the meeting. | (III-V) the guarantee made to a party whose ratio of assets and liabilities (gearing ratio) exceeding 70%;

(IV) any single guarantee with the amount exceeding 10% of the audited net assets for the latest period;

(V) any guarantee whose amount exceeds 30% of the Company’s latest audited total assets within 12 consecutive months;

(VI) any guarantee whose amount exceeds 50% of the Company’s latest audited total assets and the absolute amount exceeds RMB30 million within 12 consecutive months;

(VII) any guarantee provided to the shareholders, actual controller and its related parties;

(VIII) any other guarantee circumstance provided in the laws, regulations, normative documents, regulatory rules of the place where the Company’s shares are listed and the Articles of Association. | |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	The Board has the right to consider and approve the external guarantees other than the external guarantees that are subject to the approval of the general meeting.

When the proposal for providing a guarantee to a shareholder, actual controller and its related parties is reviewed by the general meeting, the shareholder or the shareholders controlled by the actual controller shall not participate in the voting, and this proposal shall be considered and passed by other shareholders present at the meeting.

If any directors, the general manager and other personnel of the Company do not fulfill the approval procedures in accordance with the provisions of the Articles and exceed their authority to enter into external guarantee contracts without authorization, and cause damage to the Company, they shall be held accountable. | The Board has the right to consider and approve the external guarantees other than the aforesaid external guarantees that are subject to the approval of the shareholders’ general-meeting.

When the proposal for providing a guarantee to a shareholder, actual controller and its related parties is reviewed by the shareholders’ general-meeting, the shareholder or the shareholders controlled by the actual controller shall not participate in the voting, and this proposal shall be considered and passed by other shareholders present at the meeting.

If any directors, the general manager and other personnel of the Company do not fulfill the approval procedures in accordance with the provisions of the Articles of Association and exceed their authority to enter into external guarantee contracts without authorization, and cause damage to the Company, they shall be held accountable. | |
| 30 | Article 45 The general meetings shall be divided into the annual general meetings and the extraordinary general meetings. The annual general meeting shall be convened once a year, and shall be held within six months after the prior accounting year ends. | Article 456 The shareholders’ general-meetings shall be divided into the annual shareholders’ general—meetings and the extraordinary general meetings. The annual shareholders’ general meeting shall be convened once a year, and shall be held within six months after the prior accounting year ends. | Article 48 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
31	Article 46 The Board shall convene an extraordinary general meeting within two months under any of the following circumstances:
(I) when the number of directors is less than the number specified in the Company Law or two-thirds of the number required by the Articles of Association;
(II) when the uncovered loss of the Company reaches one-third of the total paid-in share capital of the Company;
(III) at the request of shareholders who individually or collectively hold more than 10% of the Company’s issued voting shares;
(IV) when the Board considers it necessary;
(V) when the Board of Supervisors proposes such a meeting be held;
(VI) as proposed by independent director(s);
(VII) any other circumstance required by the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.
The number of shares held under item (III) above shall be calculated from the date of such shareholder’s written request.	Article 467 The BoardCompany shall convene an extraordinary shareholders’ general—meeting within two months under any of the following circumstances:
(I) when the number of directors is less than the number specified in the Company Law or two-thirds of the number required by the Articles of Association;
(II) when the uncovered loss of the Company reaches one-third of the total paid-in share capital of the Company;
(III) at the request of shareholders who individually or collectively hold more than 10% of the Company’s issued voting shares;
(IV) when the Board considers it necessary;
(V) when the Board—of SupervisorsAudit Committee proposes such a meeting be held;
(VI) as proposed by independent director(s);
(VII) any other circumstance required by the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.
The number of shares held under item (III) above shall be calculated from the date of such shareholder’s written request.	Article 49 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
32	Article 47 The place to hold the general meetings shall be the domicile of the Company generally. If there is a change in the venue of a general meeting, it shall be specified in the notice of the meeting.

A meeting venue shall be established for the general meeting, and meetings will take the form of on-site meetings. The Board of the Company may, on a case-by-case basis and where applicable, adopt alternative voting methods to facilitate shareholders’ participation in general meetings in accordance with the laws, administrative regulations, the regulatory rules of the place where the shares of the Company are listed, the Hong Kong Listing Rules or the Articles of Association of the Company. Shareholders who participate in a general meeting in the aforesaid manners shall be deemed to have been present at the meeting. Shareholders shall have rights to (a) speak at the general meeting; and (b) vote at the general meeting unless the individual shareholders shall waive the vote on certain matters by laws, administrative regulations, the securities regulatory authorities of the place where the Company’s shares are listed, Hong Kong Listing Rules or Articles of Association | Article 478 The place to hold the shareholders’ general-meetings shall be the domicile of the Company generally. If there is a change in the venue of a shareholders’ general-meeting, it shall be specified in the notice of the meeting.

A meeting venue shall be established for the shareholders’ general-meeting, and meetings will take the form of on-site meetings. The Board of the Company may, on a case-by-case basis and where applicable, adopt alternative voting methods to facilitate shareholders’ participation in shareholders’ general-meetings in accordance with the laws, administrative regulations, the regulatory rules of the place where the shares of the Company are listed, the Hong Kong Listing Rules or the Articles of Association of the Company. The shareholders’ meeting and the Board of the Company may convene meetings and vote in electronic means, except as otherwise provided in the Articles of Association or the Hong Kong Listing Rules. Shareholders who participate in a shareholders’ general-meeting in the aforesaid manners shall be deemed to have been present at the meeting. Shareholders shall have rights to (a) speak at the shareholders’ general-meeting; and (b) vote at the shareholders’ general-meeting, unless the individual shareholders shall waive the vote on certain matters by laws, administrative regulations, the securities regulatory authorities of the place where the Company’s shares are listed, Hong Kong Listing Rules or Articles of Association. | Article 50 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
33	Article 48 If the Company shall convene a class shareholders’ meeting for a certain material matter in accordance with the requirements of the securities regulatory authorities of the place where the Company’s shares are listed, the procedures for convening and voting at the relevant class shareholders’ meeting shall be implemented with reference to the relevant requirements of the general meeting of shareholders in this chapter.	Article 489 If the Company shall convene a class shareholders’ meeting for a certain material matter in accordance with the requirements of the securities regulatory authorities of the place where the Company’s shares are listed, the procedures for convening and voting at the relevant class shareholders’ meeting shall be implemented with reference to the relevant requirements of the shareholders’ general meeting of shareholders in this chapter.	Revising the term “shareholders’ meeting (股東會)”
34	Section 3 Convening of the General Meeting	Section 3 Convening of the Shareholders’ General Meeting	Revising the term “shareholders’ meeting (股東會)”
35	Article 49 The general meeting shall be convened by the Board, the chairman of which shall also act as the chairman of the meeting; when the chairman of the Board is unable or fails to perform his/her duties, the Board can designate a director of the Company to convene the meeting on his/her behalf and act as the chairman of the meeting; when the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy) shall serve as the chairman of meeting.	Article 4950 The shareholders’ general meeting shall be convened by the Board, the chairman of which shall also act as the chairman of the meeting; when the chairman of the Board is unable or fails to perform his/her duties, the Board can designate nominate a director of the Company to convene the meeting on his/her behalf and act as the chairman of the meeting; when the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy) shall serve as the chairman of meeting.	Revising the term “shareholders’ meeting (股東會)”

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
36	Article 50 The meeting chairman is responsible for deciding whether to pass the resolution at the general meeting. His decision shall be final, and declared at the meeting and recorded into the meeting minutes.	Delete	Merged into other articles
37	Article 51 If the Board is unable to perform or does not perform the duty of convening a general meeting, the Board of Supervisors of the Company shall convene and preside over the meeting; if the Board of Supervisors does not convene and preside over the meeting, shareholders who individually or collectively hold more than ten percent of the shares of the Company for more than ninety consecutive days may convene and preside over the meeting themselves.	Article 51 If the Board is unable to perform or does not perform the duty of convening a shareholders’ general meeting, the Board of SupervisorsAudit Committee of the Company shall convene and preside over the meeting; if the Board of SupervisorsAudit Committee does not convene and preside over the meeting, shareholders who individually or collectively hold more than ten percent of the shares of the Company for more than ninety consecutive days may convene and preside over the meeting themselves.

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
38	Article 52 The independent directors have the right to propose to the Board to convene an extraordinary general meeting. For the proposal of independent directors of convening an extraordinary general meeting, the Board shall, in accordance with the provisions of laws, administrative regulations, Hong Kong Listing Rules and the Articles of Association, submit written feedback on whether to agree or disagree to convene the extraordinary general meeting within ten days upon receipt of the proposal.

When the Board agrees to convene an extraordinary general meeting, the Board shall, within five days after the Board resolution is made, issue a notice calling for the meeting. If the Board does not agree to convene such a meeting, the reasons shall be stated and announced.

If the securities regulatory authorities at the place where the Company's shares are listed stipulate otherwise, the relevant provisions shall prevail. | Article 52 Subject to the consent of more than half of all the independent directors, the independent directors have the right to propose to the Board to convene an extraordinary shareholders’ general—meeting. For the proposal of independent directors of convening an extraordinary shareholders’ general—meeting, the Board shall, in accordance with the provisions of laws, administrative regulations, Hong Kong Listing Rules and the Articles of Association, submit written feedback on whether to agree or disagree to convene the extraordinary shareholders’ general—meeting within ten days upon receipt of the proposal.

When the Board agrees to convene an extraordinary shareholders’ general—meeting, the Board shall, within five days after the Board resolution is made, issue a notice calling for the meeting. If the Board does not agree to convene such a meeting, the reasons shall be stated and announced.

If the securities regulatory authorities at the place where the Company's shares are listed stipulate otherwise, the relevant provisions shall prevail. | Article 52 and Article 53 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
39	Article 53 The Board of Supervisors is entitled to propose to the Board of Directors to convene the extraordinary general meeting, provided that the proposal shall be made in written form. The Board shall, pursuant to relevant laws, administrative regulations, Hong Kong Listing Rules and Articles of Association, give a written reply on whether to agree or disagree to convene the extraordinary general meeting within 10 days after receipt of the proposal.

When the Board agrees to convene an extraordinary general meeting, the Board shall, within five days after the Board resolution is made, issue a notice calling for the meeting. Changes in the original proposal in the notice shall be subject to the approval of the Board of Supervisors.

When the Board does not agree to convene an extraordinary general meeting or does not provide written feedback within ten days upon receipt of the proposal, the Board shall be considered to be unable or fail to perform the duty of convening an extraordinary general meeting. The Board of Supervisors can convene and preside over the meeting on its own. | Article 53 The Board of SupervisorsAudit Committee is entitled to propose to the Board of Directors to convene the extraordinary shareholders’ general-meeting, provided that the proposal shall be made in written form. The Board shall, pursuant to relevant laws, administrative regulations, Hong Kong Listing Rules and Articles of Association, give a written reply feedback on whether to agree or disagree to convene the extraordinary shareholders’ general-meeting within 10 days after receipt of the proposal.

When the Board agrees to convene an extraordinary shareholders’ general-meeting, the Board shall, within five days after the Board resolution is made, issue a notice calling for the meeting. Changes in the original proposal in the notice shall be subject to the approval of the Board of Supervisors Audit Committee.

When the Board does not agree to convene an extraordinary shareholders’ general-meeting or does not provide written feedback within ten days upon receipt of the proposal, the Board shall be considered to be unable or fail to perform the duty of convening an extraordinary shareholders’ general-meeting. The Board of Supervisors Audit Committee can convene and preside over the meeting on its own. | Article 53 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
40	Article 54 Shareholder(s) individually or jointly holding a total of more than 10% shares of the Company may sign one or more written requests of identical form and substance requesting the Board of Directors to convene an extraordinary general meeting and stating the subject of the meeting. The Board shall, pursuant to relevant laws, administrative regulations, the Hong Kong Listing Rules and the Articles of Association, give a written reply on whether to agree or disagree to convene the extraordinary general meeting within 10 days after receipt of the request.

If the Board agrees to convene the extraordinary general meeting, it shall serve a notice of such meeting within five days after the resolution is made by the Board. In the event of any change to the original proposal, the consent of relevant shareholder(s) shall be obtained.

If the Board does not agree to hold the extraordinary general meeting or fails to give a reply within 10 days after receipt of the request, shareholder(s) severally or jointly holding no less than 10% shares of the Company shall be entitled to propose and request in writing to the Board of Supervisors to convene an extraordinary general meeting. | Article 54 Shareholder(s) individually or jointly holding a total of more than 10% shares of the Company may sign one or more written requests of identical form and substance requesting the Board of Directors to convene an extraordinary shareholders’ general-meeting and stating the subject of the meeting. The Board shall, pursuant to relevant laws, administrative regulations, the Hong Kong Listing Rules and the Articles of Association, give a written reply on whether to agree or disagree to convene the extraordinary shareholders’ general-meeting within 10 days after receipt of the request.

If the Board agrees to convene the extraordinary shareholders’ general-meeting, it shall serve a notice of such meeting within five days after the resolution is made by the Board. In the event of any change to the original proposal, the consent of relevant shareholder(s) shall be obtained.

If the Board does not agree to hold the extraordinary shareholders’ general-meeting or fails to give a reply within 10 days after receipt of the request, shareholder(s) severally or jointly holding no less than 10% shares of the Company shall be entitled to propose and request in writing to the Board of SupervisorsAudit Committee to convene an extraordinary shareholders’ general-meeting. | Article 54 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	If the Board of Supervisors agrees to convene the extraordinary general meeting, it shall serve a notice of such meeting within 5 days after receipt of the said request. In the event of any change to the original proposal, the consent of relevant Shareholder(s) shall be obtained.

If the Board of Supervisors fails to give the notice of such a meeting within the specified time limit, it shall be deemed to have failed to convene or preside over the meeting, in which case, shareholders who individually or collectively hold more than ten percent of the shares of the Company for more than ninety consecutive days may convene and preside over the meeting themselves. | If the Board of Supervisors Audit Committee agrees to convene the extraordinary shareholders’ general meeting, it shall serve a notice of such meeting within 5 days after receipt of the said request. In the event of any change to the original proposal, the consent of relevant Shareholder(s) shall be obtained.

If the Board of Supervisors Audit Committee fails to give the notice of such a meeting within the specified time limit, it shall be deemed to have failed to convene or preside over the meeting, in which case, shareholders who individually or collectively hold more than ten percent of the shares of the Company for more than ninety consecutive days may convene and preside over the meeting themselves. | |
| 41 | Article 55 When the Board of Supervisors or the shareholders decide to convene a general meeting of shareholders by themselves, they shall notify the Board of Directors in writing and at the same time file the notice with the corresponding stock exchange in accordance with applicable regulations.

Before an announcement on resolutions is made at the general meeting, the shareholding percentage of the convening shareholders shall not be less than 10%. | Article 55 When the Board of Supervisors Audit Committee or the shareholders decide to convene a shareholders’ general meeting—of—shareholders by themselves, they shall notify the Board of Directors in writing and at the same time file the notice with the corresponding stock exchange in accordance with applicable regulations.

Before an announcement on resolutions is made at the shareholders’ general—meeting, the shareholding percentage of the convening shareholders shall not be less than 10%. | Article 55 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
42	Article 56 The Board and the Board Secretary shall align with the general meeting convened by the Board of Supervisors or the shareholders on their own. The Board shall provide the register of shareholders as of the date of record. The register of shareholders obtained by the chairman shall not be used for any purposes other than holding the general meeting.	Article 56 The Board and the Board Secretary shall align with the shareholders’ general meeting convened by the Board of Supervisors Audit Committee or the shareholders on their own. The Board shall provide the register of shareholders as of the date of record. The register of shareholders obtained by the chairman shall not be used for any purposes other than holding the shareholders’ general meeting.	Article 56 of the Guidelines for the Articles of Association
43	Article 57 If the Board of Supervisors or shareholders convene a meeting on their own, the Company shall bear the reasonable expenses incurred thereby and deduct the expenses from the amount owed by the Company to the delinquent directors.	Article 57 If the Board of Supervisors Audit Committee or shareholders convene a shareholders’ meeting on their own, the Company shall bear the reasonable expenses incurred thereby and deduct the expenses from the amount owed by the Company to the delinquent directors.	Article 57 of the Guidelines for the Articles of Association
44	Article 58 The proposal contents shall fall into the terms of reference of the general meeting. There shall be definite topics and specific matters for resolution. The proposal shall comply with the relevant provisions of the laws, administrative regulations, Hong Kong Listing Rules and the Articles of Association.	Article 58 The proposal contents shall fall into the terms of reference of the shareholders’ general meeting. There shall be definite topics and specific matters for resolution. The proposal shall comply with the relevant provisions of the laws, administrative regulations, Hong Kong Listing Rules and the Articles of Association.	Article 58 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
45	Article 59 Where the Company convenes a general meeting, the Board, Board of Supervisors, and shareholder(s) individually or jointly holding more than 3% of the shares of the Company may make proposals to the Company.

The shareholders individually or jointly holding more than 3% of the shares of the Company may raise a temporary proposal and submit it to the chairman in writing 10 days before the general meeting is held. The chairman shall, within 2 days after the receipt of the proposal, issue a supplementary notice to inform other shareholders and submit the temporary proposal to the general meeting for consideration.

Save as specified above, the chairman shall not change the proposal set out in the notice of general meeting or add any new proposal after the said notice is served.

The general meeting shall not vote or pass resolutions on proposals not listed in the notice of the general meeting or resolutions not in conformity with the provisions of the Articles of Association. | Article 59 Where the Company convenes a shareholders’ general meeting, the Board, Board of Supervisorsthe Audit Committee, and shareholder(s) individually or jointly holding more than 3%1% of the shares of the Company may make proposals to the Company.

The shareholders individually or jointly holding more than 3%1% of the shares of the Company may raise a temporary proposal and submit it to the chairman in writing 10 days before the shareholders’ general-meeting is held. The temporary proposal shall have clear topics and specific matters for resolution.

The chairman shall, within 2 days after the receipt of the proposal, issue a supplementary notice to inform other shareholders and submit the temporary proposal to the shareholders’ general meeting for consideration, except for those temporary proposals in violation of laws, administrative regulations or the provisions of the Articles of Association, or do not fall within the terms of reference of the shareholders’ meeting.

Save as specified above, the chairman shall not change the proposal set out in the notice of shareholders’ general-meeting or add any new proposal after the said notice is served.

The shareholders’ general meeting shall not vote or pass resolutions on proposals not listed in the notice of the general meeting or resolutions not in conformity with the provisions of the Articles of Association. | Article 59 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
46	Article 60 A written notice of the annual general meeting shall be given at least 20 days prior to the meeting, and a written notice of the extraordinary general meeting shall be given at least 15 days prior to the meeting. If laws, regulations or the securities regulatory authorities where the Company’s shares are listed provide otherwise, the relevant provisions shall prevail.

The general meeting shall not decide on matters not specified in the notice. | Article 60 A written notice of the annual shareholders’ general meeting shall be given at least 20 days prior to the meeting, and a written notice of the extraordinary shareholders’ general—meeting shall be given at least 15 days prior to the meeting. If laws, regulations or the securities regulatory authorities where the Company’s shares are listed provide otherwise, the relevant provisions shall prevail.

The shareholders’ general meeting shall not decide on matters not specified in the notice. | Article 60 of the Guidelines for the Articles of Association |
| 47 | Article 61 A general meeting notice shall be made in writing and contain:

(I) the time, venue and duration of the meeting;

(II) the matters and proposals to be reviewed at the meeting;

(III) the textual explanation: all shareholders are entitled to attend the meeting and they may appoint a proxy to attend and vote at such meeting on their behalves and that such proxy need not be shareholders of the Company;

(IV) the name and telephone number of the regular contact person for the meeting; | Article 61 A shareholders’ general—meeting notice shall be made in writing and contain:

(I) the time, venue and duration of the meeting;

(II) the matters and proposals to be reviewed at the meeting;

(IV) the name and telephone number of the regular contact person for the meeting; | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(V) the information and explanations necessary for shareholders to make informed decisions on the matters discussed; this principle includes (but is not limited to) the requirement that when the Company intends to make a merger, repurchase shares, make capital restructuring or other reform, it shall provide the specific conditions and contracts (if any) of the proposed transaction, and make detailed explanations on the causes and consequences;	(V) the information and explanations necessary for shareholders to make informed decisions on the matters discussed; this principle includes (but is not limited to) the requirement that when the Company intends to make a merger, repurchase shares, make capital restructuring or other reform, it shall provide the specific conditions and contracts (if any) of the proposed transaction, and make detailed explanations on the causes and consequences;
	(VI) If any directors, supervisors, managers or other senior officers have a material interest in the matters to be discussed, the nature and extent of the interest shall be disclosed; if the influence of the matters to be discussed on the relevant director, supervisor, manager or other senior officer is different from the influence on other shareholders of the same class, the relevant difference shall be specified;	(VI) If any directors, supervisors, managers or other senior officers have a material interest in the matters to be discussed, the nature and extent of the interest shall be disclosed; if the influence of the matters to be discussed on the relevant director, supervisor, manager or other senior officer is different from the influence on other shareholders of the same class, the relevant difference shall be specified;
	(VII) full text of the special resolution proposed to pass at the meeting;	(VII) full text of the special resolution proposed to pass at the meeting;
	(VIII) the delivery time and place of the proxy form for voting;	(VIII) the delivery time and place of the proxy form for voting;
	(IX) the record date of the shareholders entitled to attend the general meeting;	(IX) the record date of the shareholders entitled to attend the shareholders’ general meeting;
	(X) other requirements stipulated in the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.	(X) other requirements stipulated in the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	The notice and the supplementary notice of the general meeting shall contain those required by the Hong Kong Listing Rules and the Articles of Association, and fully and completely disclose all specific contents of all proposals. If the matters to be discussed require opinions from independent directors, the opinions and reasons of independent directors will be disclosed at the time when the notice of general meeting or the supplementary notice is issued. The notice of a general meeting shall provide a clear and adequate explanation of the proposal to be considered at the general meeting. Where voting is required, a recommendation from directors shall be provided. Directors’ voting recommendations shall be based on what is, in their opinion, in the best interest of the shareholders as a whole. The notice shall clearly explain whether or not shareholders attending the general meeting by webcast at a remote site are allowed to vote and if so, how.

If the Company needs to supplement any material information on the subject matter to be considered at the general meeting, it shall provide the information not less than 10 working days before the date of the general meeting. Where necessary, the Company shall adjourn the general meeting to ensure conformity with the requirement. | The notice and the supplementary notice of the shareholders’ general—meeting shall contain those required by the Hong Kong Listing Rules and the Articles of Association, and fully and completely disclose all specific contents of all proposals. If the matters to be discussed require opinions from independent directors, the opinions and reasons of independent directors will be disclosed at the time when the notice of shareholders’ general—meeting or the supplementary notice is issued. The notice of a shareholders’ general—meeting shall provide a clear and adequate explanation of the proposal to be considered at the shareholders’ general meeting. Where voting is required, a recommendation from directors shall be provided. Directors’ voting recommendations shall be based on what is, in their opinion, in the best interest of the shareholders as a whole. The notice shall clearly explain whether or not shareholders attending the shareholders’ general meeting by webcast at a remote site are allowed to vote and if so, how.

If the Company needs to supplement any material information on the subject matter to be considered at the shareholders’ general—meeting, it shall provide the information not less than 10 working days before the date of the general meeting. Where necessary, the Company shall adjourn the shareholders’ general—meeting to ensure conformity with the requirement. | |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
48	Article 62 When the general meeting intends to discuss the election of directors and supervisors, the notice of the meeting shall fully explain the details of the candidates for directors and supervisors, including, as a minimum, the following contents:

(I) personal particulars such as education background, working experience and any concurrent positions;

(II) whether there is any connected relationship with the Company or the controlling shareholder and de facto controller of the Company;

(III) their shareholdings in the Company;

(IV) whether he has been punished by the China Securities Regulatory Commission, other relevant authorities and the stock exchange on which the shares of the Company are listed;

(V) other provisions of the securities regulatory authorities and the stock exchange where the Company’s shares are listed.

The election of each candidate for director and supervisor shall be proposed separately. | Article 62 When the shareholders’ general—meeting intends to discuss the election of directors—and—supervisors, the notice of the meeting shall fully explain the details of the candidates for directors—and supervisors, including, as a minimum, the following contents:

(I) personal particulars such as education background, working experience and any concurrent positions;

(II) whether there is any connected relationship with the Company or the controlling shareholder and de-facto actual controller of the Company;

(III) their shareholdings in the Company;

(IV) whether he has been punished by the China Securities Regulatory Commission, other relevant authorities and the stock exchange on which the shares of the Company are listed;

(V) other provisions of the securities regulatory authorities and the stock exchange where the Company’s shares are listed.

The election of each candidate for director and supervisor shall be proposed separately. | Article 62 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
49	Article 63 Unless otherwise specified by the laws and regulations, the Hong Kong Listing Rules and the Articles of Association, the notice of general meeting shall be delivered to the shareholders (whether he has voting rights at the general meeting or not) by sending to the address of the shareholders listed in the register of shareholders via personal delivery or prepaid mail. For the holders of domestic shares, the notice of general meeting may also be given via public announcement. The announcement issued to the holders of domestic shares shall be published in the media that meets the requirements of the securities regulatory authorities of the State Council. Once the public announcement is made, it is deemed that all the holders of domestic shares have received the notice of the relevant general meeting. On the premise of conformity with requirements of laws, administrative regulations, departmental rules, and the regulatory rules of the place where the Company's shares are listed, and following the relevant procedures, the notice of the general meeting to the holders of H shares may be issued through the website designated by the Hong Kong Stock Exchange and the website of the Company, in lieu of the means of personal delivery or prepaid mail to holders of H shares. Upon the announcement, all holders of the Company's overseas listed shares are deemed to have received the notice of the relevant shareholders' meeting.	Article 63 Unless otherwise specified by the laws and regulations, the Hong Kong Listing Rules and the Articles of Association, the notice of shareholders' general meeting shall be delivered to the shareholders (whether he has voting rights at the shareholders' general meeting or not) by way of public announcement or in the manner prescribed in Chapter IX of the Articles of Association. Where a notice is given by way of public announcement, it shall be deemed to have been received by all relevant parties upon its publication. If the securities regulatory authority of the place where the Company's shares are listed has special provisions, such provisions shall apply, sending to the address of the shareholders listed in the register of shareholders via personal delivery or prepaid mail. For the holders of domestic shares, the notice of general meeting may also be given via public announcement. The announcement issued to the holders of domestic shares shall be published in the media that meets the requirements of the securities regulatory authorities of the State Council. Once the public announcement is made, it is deemed that all the holders of domestic shares have received the notice of the relevant general meeting. On the premise of conformity with requirements of laws, administrative regulations, departmental rules, and the regulatory rules of the place where the Company's shares are listed, and following the relevant procedures, the notice of the general meeting to the holders of H shares may be issued through the website designated by the Hong Kong Stock Exchange and the website of the Company, in lieu of the means of personal delivery or prepaid mail to holders of H shares. Upon the announcement, all holders of the Company's overseas listed shares are deemed to have received the notice of the relevant shareholders' meeting.	Revising the term "shareholders' meeting (股東會)"

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
50	Article 65 When the notice of general meeting is issued, the general meeting shall not be adjourned or canceled without just cause, and the proposals listed in the notice of general meeting shall not be canceled. In the event of an adjournment or cancellation, the chairman shall notify the shareholders at least two working days before the scheduled date of holding and give explanations on such adjournment or cancellation. If the meeting is to be adjourned, the date of reconvening shall also be stated in the notice.	Article 65 When the notice of shareholders’ general-meeting is issued, the shareholders’ general meeting shall not be adjourned or canceled without just cause, and the proposals listed in the notice of shareholders’ general-meeting shall not be canceled. In the event of an adjournment or cancellation, the chairman shall notify the shareholders at least two working days before the scheduled date of holding and give explanations on such adjournment or cancellation. If the meeting is to be adjourned, the date of reconvening shall also be stated in the notice.	Revising the term “shareholders’ meeting (股東會)”
51	Section 5 Holding of the General Meeting	Section 5 Holding of the Shareholders’ General-Meeting	Revising the term “shareholders’ meeting (股東會)”
52	Article 66 The Board of Directors and other chairmans shall maintain the order of the general meeting. They shall stop the conducts that interfere with the general meeting, provoke trouble and infringe on the legal rights and interests of the shareholders and report to the relevant authorities for investigation.	Article 66 The Board of Directors and other chairmans shall maintain the order of the shareholders’ general-meeting. They shall stop the conducts that interfere with the shareholders’ general-meeting, provoke trouble and infringe on the legal rights and interests of the shareholders and report to the relevant authorities for investigation.	Revising the term “shareholders’ meeting (股東會)”
53	Article 67 When the general meeting is held, all shareholders recorded in the register as at the record date or their proxies shall have the right to attend the general meeting and exercise the voting rights in accordance with applicable laws, regulations and the Articles of Association.	Article 67 When the shareholders’ general-meeting is held, all shareholders recorded in the register as at the record date or their proxies shall have the right to attend the shareholders’ general-meeting and exercise the voting rights in accordance with applicable laws, regulations and the Articles of Association.	Revising the term “shareholders’ meeting (股東會)”

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No.	Original Articles	Amended Articles	Basis of amendment
54	Article 68 Any shareholder (including Hong Kong Securities Clearing Company Limited) entitled to attend and vote at the general meeting may attend and vote personally or by appointing one or several persons (who is/are not necessary to be a shareholder(s)) as his/her proxy(proxies). A shareholder shall appoint a proxy via written power of attorney, which shall be signed by the principal or the proxy he/she appoints in writing. If the principal is an institutional shareholder, the power of attorney shall be stamped with the name of the institution or signed by its director or duly appointed proxy.

The shareholder proxy may exercise the following rights according to the authorization of the shareholder:

(I) the same right as the shareholder to speak at the general meeting;

(II) requesting to vote by ballot separately or together with others;

(III) exercising the voting right by raising hand or ballot, provided that if more than one proxies are appointed, the shareholder proxies shall vote by ballot only. | Article 68 Any shareholder (including Hong Kong Securities Clearing Company Limited) entitled to attend and vote at the shareholders’ general—meeting may attend and vote personally or by appointing one or several persons (who is/are not necessary to be a shareholder(s)) as his/her proxy(proxies). A shareholder shall appoint a proxy via written power of attorney, which shall be signed by the principal or the proxy he/she appoints in writing. If the principal is an institutional shareholder, the power of attorney shall be stamped with the name of the institution or signed by its director or duly appointed proxy.

The shareholder proxy may exercise the following rights according to the authorization of the shareholder:

(I) the same right as the shareholder to speak at the shareholders’ general-meeting;

(II) requesting to vote by ballot separately or together with others;

(III) exercising the voting right by raising hand or ballot, provided that if more than one proxies are appointed, the shareholder proxies shall vote by ballot only. | Revising the term “shareholders’ meeting (股東會)” |

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No.	Original Articles	Amended Articles	Basis of amendment
55	Article 70 The power of attorney issued by a shareholder to appoint a proxy to attend a general meeting shall contain the following information:
(I) Name of the proxy;
(II) Whether the proxy has a voting right;
(III) The instruction to vote for, against or abstain from voting on each matter for consideration listed in the agenda of the general meeting;
(IV) The issuing date and validity period of the power of attorney;
(V) Signature (or seal) of the principal. If the principal is a legal person, the power of attorney shall be under the seal of the legal person or signed by the duly appointed proxy.	Article 70 The power of attorney issued by a shareholder to appoint a proxy to attend a shareholders’ general meeting shall contain the following information:
(I) Name of the proxy: Name of the principal and the class and number of shares of the Company held;
(II) Whether the proxy has a voting right: Name of the proxy;
(III) Specific instructions of the shareholder, including The instructions to vote for, against or abstain from voting on each matter for consideration listed in the agenda of the shareholders’ general meeting and so on;
(IV) The issuing date and validity period of the power of attorney;
(V) Signature (or seal) of the principal. If the principal is a legal person, the power of attorney shall be under the seal of the legal person or signed by the duly appointed proxy.	Article 67 of the Guidelines for the Articles of Association

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No.	Original Articles	Amended Articles	Basis of amendment
56	Article 76 When the general meeting is held, all the directors, supervisors and Board secretary of the Company shall attend the meeting, while the general manager and other senior officers shall attend as a nonvoting delegate.	Article 76 If the shareholders’ meeting requires directors and senior officers to attend the meetingWhen the general meeting is held, all the directors; supervisors and Board secretary of the Company shall attend the meeting, while the general manager and other and senior officers shall attend as a non-voting delegate and answer inquiries from shareholders.	Article 71 of the Guidelines for the Articles of Association
57	Article 77 The general meeting shall be convened by the Board, and presided over by the chairman; when the chairman of the Board is unable or fails to perform his/her duties, more than half of the directors may jointly elect one director to preside over the meeting; when the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy, except the Hong Kong Securities Clearing Company Limited) shall serve as the chairman of the meeting.	Article 77 The shareholders’ general meeting shall be convened by the Board, and presided over by the chairman; when the chairman of the Board is unable or fails to perform his/her duties, more than half of the directors may jointly elect one director to preside over the meeting; whenWhen the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy, except the Hong Kong Securities Clearing Company Limited) shall serve as the chairman of the meeting.	Article 72 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
	At a general meeting convened by the Board of Supervisors, the chairman of the Board of Supervisors shall preside over the meeting. When the chairman of the Board of Supervisors is unable or fails to perform his or her duty, a supervisor jointly elected by more than half of the supervisors shall preside over the meeting.

If a general meeting is convened by the shareholders, the chairman shall elect a representative to preside over the meeting.

When a general meeting is held, if the chairman of the meeting violates the rules of procedure, making the continuance of the meeting impossible, with the consent of the shareholders holding more than half of the voting rights present at the meeting, the general meeting may elect a person to serve as chairman of the meeting and the meeting shall continue. | At a shareholders’ general meeting convened by the Board of Supervisors Audit Committee, the chairman of the Board of Supervisors chairman of the Audit Committee shall preside over the meeting. When the chairman of the Board of Supervisors chairman of the Audit Committee is unable or fails to perform his or her duty, a supervisor member of the Audit Committee jointly elected by more than half of the supervisors members of the Audit Committee shall preside over the meeting.

If a shareholders’ general meeting is convened by the shareholders, the chairman shall elect a representative to preside over the meeting.

When a shareholders’ general meeting is held, if the chairman of the meeting violates the rules of procedure, making the continuance of the meeting impossible, with the consent of the shareholders holding more than half of the voting rights present at the meeting, the shareholders’ general meeting may elect a person to serve as chairman of the meeting and the meeting shall continue. | |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
58	Article 78 The Company shall formulate rules of procedure for the general meeting, and specify the convening and voting procedures of the general meeting, including notice, registration, consideration of proposals, voting, counting of votes, announcement of voting results, formation of resolutions of the meeting, minutes of the meeting and signing thereof, as well as the principle of authorization of the general meeting to the Board. The content of authorization shall be clear and specific. The rules of procedure for the general meeting shall be annexed to the Articles of Association and shall be prepared by the Board of Directors and approved by the general meeting.	Article 78 The Company shall formulate rules of procedure for the shareholders’ general meeting, and specify the calling, convening and voting procedures of the shareholders’ general meeting, including notice, registration, consideration of proposals, voting, counting of votes, announcement of voting results, formation of resolutions of the meeting, minutes of the meeting and signing thereof, as well as the principle of authorization of the shareholders’ general meeting to the Board. The content of authorization shall be clear and specific. The rules of procedure for the shareholders’ general meeting shall be annexed to the Articles of Association and shall be prepared by the Board of Directors and approved by the shareholders’ general meeting.	Article 73 of the Guidelines for the Articles of Association
59	Article 79 At the annual general meeting, the Board of Directors and Board of Supervisors shall make a report on their works in the past year to the general meeting. Each independent director shall also make a work report.	Article 79 At the annual shareholders’ general—meeting, the Board of Directors and Board of Supervisors shall make a report on their works in the past year to the shareholders’ general meeting. Each independent director shall also make a work report.	Article 74 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
60	Article 80 The directors, supervisors and senior officers shall provide explanations and statements relating to the queries and suggestions put forward by the shareholders at the general meeting, unless:

(I) the queries are not related to the agenda of the meeting;

(II) the queries involve matters to be verified;

(III) the queries involve trade secrets of the Company;

(IV) other reasonable reasons. | Article 80 The directors, supervisors and senior officers shall provide explanations and statements relating to the queries and suggestions put forward by the shareholders at the shareholders’ general meeting, unless:

(I) the queries are not related to the agenda of the meeting;

(II) the queries involve matters to be verified;

(III) the queries involve trade secrets of the Company;

(IV) other reasonable reasons. | Article 75 of the Guidelines for the Articles of Association |
| 61 | Article 82 The general meeting shall have meeting minutes, and the Board secretary shall be responsible for the meeting minutes. The meeting minutes shall contain:

(I) time, venue and agenda of meeting and the chairman’s name;

(II) names of the meeting chairman and the directors, supervisors, general manager and other senior officers attending the meeting or attending meeting as a non-voting attendee;

(III) number of shareholders and agents present, the total number of shares with voting rights they hold, and its proportion in the total number of the shares of the Company; | Article 82 The shareholders’ general meeting shall have meeting minutes, and the Board secretary shall be responsible for the meeting minutes. The meeting minutes shall contain:

(I) time, venue and agenda of meeting and the chairman’s name;

(II) names of the meeting chairman and the directors, supervisors, general manager and other and senior officers attending the meeting or attending meeting as a non-voting attendee;

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No.	Original Articles	Amended Articles	Basis of amendment
	(IV) consideration process, key points of speech and voting result of each proposal;

(V) inquiry or suggestion of the shareholders and the corresponding reply or explanation;

(VI) names of vote counter and scrutineer;

(VII) other contents that shall be included in the meeting minutes according to the Articles of Association. | (IV) consideration process, key points of speech and voting result of each proposal;

(V) inquiry or suggestion of the shareholders and the corresponding reply or explanation;

(VI) names of vote counter and scrutineer;

(VII) other contents that shall be included in the meeting minutes according to the Articles of Association. | |
| 62 | Article 83 The chairman shall guarantee the authenticity, accuracy and integrity of the contents of the meeting minutes. The directors, supervisors, Board secretary, chairman or their representative who attended the meeting, and the chairman of the meeting shall sign the meeting minutes. The meeting minutes shall be maintained together with the register of names of the shareholders present, the power of attorney for attendance, and the valid documents for the on-line and other forms of voting for a period of not less than 10 years. | Article 83 The chairman shall guarantee the authenticity, accuracy and integrity of the contents of the meeting minutes. The directors, supervisors, Board secretary, chairman or their representative who attended the meeting or attended the meeting as a non-voting attendee, and the chairman of the meeting shall sign the meeting minutes. The meeting minutes shall be maintained together with the register of names of the shareholders present, the power of attorney for attendance, and the valid documents for the on-line and other forms of voting for a period of not less than 10 years. | Article 78 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
63	Article 84 The chairman shall warrant that the general meeting will proceed continuously until the final resolution is made. If the general meeting is suspended or the resolution cannot be made due to force majeure or other special causes, the chairman shall restore the general meeting or directly terminate the general meeting, and all shareholders shall be notified in time.	Article 84 The chairman shall warrant that the shareholders’ general—meeting will proceed continuously until the final resolution is made. If the shareholders’ general—meeting is suspended or the resolution cannot be made due to force majeure or other special causes, the chairman shall restore the shareholders’ general—meeting or directly terminate the shareholders’ general—meeting, and all shareholders shall be notified in time.	Article 79 of the Guidelines for the Articles of Association
64	Section 6 Voting and Resolutions at General Meetings	Section 6 Voting and Resolutions at Shareholders’ General Meetings	Revising the term “shareholders’ meeting (股東會)”
65	Article 85 The resolutions of a general meeting are classified into ordinary resolutions and special resolutions.
Ordinary resolutions of the general meeting shall be passed by more than half of the voting rights held by the shareholders (including proxies) present at the meeting.
Special resolutions of the general meeting shall be passed by more than two-thirds of the voting rights held by the shareholders (including proxies) present at the meeting.	Article 85 The resolutions of a shareholders’ general—meeting are classified into ordinary resolutions and special resolutions.
Ordinary resolutions of the shareholders’ general—meeting shall be passed by more than half of the voting rights held by the shareholders (including proxies) present at the meeting.
Special resolutions of the shareholders’ general—meeting shall be passed by more than two-thirds of the voting rights held by the shareholders (including proxies) present at the meeting.	Article 80 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
66	Article 86 The following matters shall be resolved by way of ordinary resolution of the general meeting:
(I) work reports of the Board and the Board of Supervisors;
(II) profit distribution proposals and proposals for making up losses formulated by the Board;
(III) appointment, dismissal and remuneration of the members of the Board and the Board of Directors and the method of payment of the remuneration;
(IV) annual financial budgets and final accounts of the Company;
(V) annual report of the Company;
(VI) matters other than those required by the laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed or the Articles of Association to be passed by special resolutions.	Article 86 The following matters shall be resolved by way of ordinary resolution of the shareholders’ general-meeting:
(I) work reports of the Board and the Board of Supervisors;
(II) profit distribution proposals and proposals for making up losses formulated by the Board;
(III) appointment, dismissal and remuneration of the members of the Board and the Board of Directors and the method of payment of the remuneration;
(IV) annual financial budgets and final accounts of the Company;
(V) annual report of the Company;
(VI) matters other than those required by the laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed or the Articles of Association to be passed by special resolutions.	Article 81 of the Guidelines for the Articles of Association

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No.	Original Articles	Amended Articles	Basis of amendment
67	Article 87 The following matters shall be resolved by way of special resolution of the general meeting:
(I) increase or reduction of the Company’s registered capital;
(II) division, merger, dissolution and liquidation or change of organizational form of the Company;
(III) amendment to the Articles of Association;
(IV) purchase and disposal of material assets by the Company within one year, or a guarantee amount exceeding 30% of the audited total assets in the most recent period of the Company;
(V) the equity incentive scheme;
(VI) other matters required by the laws, administrative regulations, department rules, regulatory rules of the place where the Company’s shares are listed or the Articles of Association, and matters which, according to an ordinary resolution of the general meeting, may have a significant impact on the Company and shall be adopted by way of a special resolution.	Article 87 The following matters shall be resolved by way of special resolution of the shareholders’ general-meeting:
(I) increase or reduction of the Company’s registered capital;
(II) division, merger, dissolution and liquidation or change of organizational form of the Company;
(III) amendment to the Articles of Association;
(IV) purchase and disposal of material assets or guarantee provided by the Company to others within one year, or a guarantee with an amount exceeding 30% of the audited total assets in the most recent period of the Company;
(V) the equity incentive scheme;
(VI) other matters required by the laws, administrative regulations, department rules, regulatory rules of the place where the Company’s shares are listed or the Articles of Association, and matters which, according to an ordinary resolution of the shareholders’ general-meeting, may have a significant impact on the Company and shall be adopted by way of a special resolution.	Article 82 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
68	Article 88 Shareholders (including proxies) shall exercise their voting rights by the number of voting shares they represent at the general meeting, and each share shall have one vote.

Under the Hong Kong Listing Rules, if any shareholders are required to abstain from voting on any particular matter or restricted to voting only for or only against any particular matter, the shareholder shall abstain from voting, and the votes cast by or on behalf of such shareholders in contravention of such requirements or restrictions shall not be counted.

The Company shares held by the Company have no voting right, and those shares are not included in the total number of voting shares present at the general meeting and will not be deposited into the Central Clearing and Settlement System.

Under applicable laws, administrative regulations and regulatory rules of the place where the Company’s shares are listed, if any shareholder are required to not vote on any particular proposal or restricted to voting only for or only against any particular proposal, the votes cast by or on behalf of such shareholders in contravention of such requirements or restrictions shall not be counted. | Article 88 Shareholders (including proxies) shall exercise their voting rights by the number of voting shares they represent at the shareholders’ general meeting, and each share shall have one vote, except for shareholders of class shares.

The Company shares held by the Company have no voting right, and those shares are not included in the total number of voting shares present at the shareholders’ general-meeting and will not be deposited into the Central Clearing and Settlement System.

Under applicable laws, administrative regulations and regulatory rules of the place where the Company’s shares are listed, if any shareholder are required to not vote on any particular proposal or restricted to voting only for or only against any particular proposal, the votes cast by or on behalf of such shareholders in contravention of such requirements or restrictions shall not be counted. | Article 83 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
69	Article 89 When the connected transactions (as defined in the Hong Kong Listing Rules) are considered at the general meeting, the connected shareholders and their close associates (as defined in the Hong Kong Listing Rules) shall not participate in voting, and the number of voting shares represented by them shall not be counted into the total number of valid votes. The voting particulars of the unconnected persons shall be disclosed in the announcement on the resolution of the general meeting.

Before the general meeting considers connected transactions, the Company shall determine the scope of connected shareholders in accordance with relevant laws, regulations and normative documents. Connected persons or their authorized representatives may attend the general meeting and may express their views to the shareholders present in accordance with the procedures of the general meeting, but shall recuse themselves from voting by ballot. | Article 89 When the connected transactions (as defined in the Hong Kong Listing Rules) are considered at the shareholders’ general—meeting, the connected shareholders and their close associates (as defined in the Hong Kong Listing Rules) shall not participate in voting, and the number of voting shares represented by them shall not be counted into the total number of valid votes. The voting particulars of the unconnected persons shall be disclosed in the announcement on the resolution of the shareholders’ general-meeting.

Before the shareholders’ general meeting considers connected transactions, the Company shall determine the scope of connected shareholders in accordance with relevant laws, regulations and normative documents. Connected persons or their authorized representatives may attend the shareholders’ general—meeting and may express their views to the shareholders present in accordance with the procedures of the shareholders’ general meeting, but shall recuse themselves from voting by ballot. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
	When the general meeting reviews the connected transactions, the connected shareholder voluntarily shall recuse themselves from voting. If a connected shareholder does not recuse himself/herself from voting, other shareholders attending the meeting shall have the right to request him/her to recuse himself/herself from voting. After the avoidance of the connected persons, the other shareholders shall vote according to their voting rights and adopt the corresponding resolution in accordance with the provisions of the Articles of Association; the chairman shall announce the number of shareholders and proxies other than the connected persons present at the meeting and the total number of shares with voting rights.

The resolution of the general meeting on connected transactions shall be valid only if it is passed by more than half of the voting rights held by unconnected shareholders attending the general meeting. However, if the connected transaction involves the matters that shall be subject to a special resolution as specified in the Articles of Association, the resolution of the general meeting shall be valid only if it is passed by more than two-thirds of the voting rights held by unconnected shareholders attending the general meeting. If a connected person or its close associate participates in the voting in violation of this article, his/her vote on relevant connected transactions shall be invalid. | When the shareholders’ general meeting reviews the connected transactions, the connected shareholder voluntarily shall recuse themselves from voting. If a connected shareholder does not recuse himself/herself from voting, other shareholders attending the meeting shall have the right to request him/her to recuse himself/herself from voting. After the avoidance of the connected persons, the other shareholders shall vote according to their voting rights and adopt the corresponding resolution in accordance with the provisions of the Articles of Association; the chairman shall announce the number of shareholders and proxies other than the connected persons present at the meeting and the total number of shares with voting rights.

The resolution of the shareholders’ general meeting on connected transactions shall be valid only if it is passed by more than half of the voting rights held by unconnected shareholders attending the shareholders’ general meeting. However, if the connected transaction involves the matters that shall be subject to a special resolution as specified in the Articles of Association, the resolution of the shareholders’ general meeting shall be valid only if it is passed by more than two-thirds of the voting rights held by unconnected shareholders attending the shareholders’ general meeting. If a connected person or its close associate participates in the voting in violation of this article, his/her vote on relevant connected transactions shall be invalid. | |

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No.	Original Articles	Amended Articles	Basis of amendment
70	Article 90 The Company shall facilitate the shareholders’ participation in the general meeting through various ways and means under the premise of ensuring the general meeting is legal and effective.	Article 90 The Company shall facilitate the shareholders’ participation in the shareholders’ general-meeting through various ways and means under the premise of ensuring the shareholders’ general-meeting is legal and effective.	Revising the term “shareholders’ meeting (股東會)”
71	Article 91 The name list of candidates for directors and supervisors shall be included in a proposal to be submitted to the general meeting for voting.	Article 91 The name list of candidates for directors—and supervisors shall be included in a proposal to be submitted to the shareholders’ general-meeting for voting.	Revising the term “shareholders’ meeting (股東會)”
72	Article 92 The general meeting shall take a vote on all the proposals separately; in the event of several proposals for the same issue, such proposals shall be voted on and resolved in the order of time at which they are submitted. Unless the general meeting is adjourned or no resolution can be made for special reasons such as force majeure, voting of such proposals shall neither be shelved nor refused at the general meeting.	Article 92 The shareholders’ general-meeting shall take a vote on all the proposals separately; in the event of several proposals for the same issue, such proposals shall be voted on and resolved in the order of time at which they are submitted. Unless the shareholders’ general-meeting is adjourned or no resolution can be made for special reasons such as force majeure, voting of such proposals shall neither be shelved nor refused at the shareholders’ general-meeting.	Revising the term “shareholders’ meeting (股東會)”

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No.	Original Articles	Amended Articles	Basis of amendment
73	Article 93 When considering a proposal, the general meeting shall not modify it; otherwise such modifications shall be deemed a new proposal and may not be voted at the current meeting.	Article 93 When considering a proposal, the shareholders’ general-meeting shall not modify it; otherwise such modifications if it is modified, it shall be deemed a new proposal and may not be voted at the current meeting.	Article 88 of the Guidelines for the Articles of Association
74	Article 94 Votes shall be taken by disclosed ballot at general meetings, except on proposals concerning procedures of the general meeting or administrative matters, which may be decided in good faith by the chairman of the meeting and voted by a show of hands.

The procedures and administrative matters above-mentioned shall:
1. not be contained in the agenda of the general meeting or in any supplementary circular to shareholders; and
2. involves the duty of the chairman to maintain the orderly course of the meeting and/or to allow the matters of the meeting to be handled more efficiently and effectively while giving all shareholders a reasonable opportunity to express their views. | Article 94 Votes shall be taken by disclosed ballot at shareholders’ general—meetings, except on proposals concerning procedures of the shareholders’ general meeting or administrative matters, which may be decided in good faith by the chairman of the meeting and voted by a show of hands.

The procedures and administrative matters above-mentioned shall:
1. not be contained in the agenda of the shareholders’ general meeting or in any supplementary circular to shareholders; and
2. involves the duty of the chairman to maintain the orderly course of the meeting and/or to allow the matters of the meeting to be handled more efficiently and effectively while giving all shareholders a reasonable opportunity to express their views. | Revising the term “shareholders’ meeting (股東會)” and wording improvement |

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No.	Original Articles	Amended Articles	Basis of amendment
	If the chairman decides to vote by a show of hands, the general meeting shall vote by show of hands unless the following persons require a vote by ballot before or after a show of hands:

(I) chairman of the meeting;

(II) at least two voting shareholders or proxies of voting shareholders; and

(III) one or several shareholders (including proxies) holding not less than 10% (inclusive) of the voting shares individually or in aggregate at such meeting.

If the chairman decides to vote by a show of hands, unless a vote by ballot is proposed, the chairman of the meeting shall, by a show of hands, declare the adoption of the proposal and record it in the minutes of the meeting as final and without the need to prove the number of votes for or against the resolution adopted at that meeting, or the proportion thereof.

The request for voting by ballot may be withdrawn by the proposer. | If the chairman decides to vote by a show of hands, the shareholders’ general—meeting shall vote by show of hands unless the following persons require a vote by ballot before or after a show of hands:

(I) chairman of the meeting;

(II) at least two voting shareholders or proxies of voting shareholders; and

(III) one or several shareholders (including proxies) holding not less than 10% (inclusive) of the voting shares individually or in aggregate at such meeting.

The request for voting by ballot may be withdrawn by the proposer. | |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
75	Article 95 If the matter requiring voting by ballot is the election of the meeting chairman or the suspension of the meeting, a voting shall be taken immediately. In respect of other matters requiring a poll, the chairman shall decide when to hold a voting, and the meeting may proceed to discuss other matters, provided that the result of the voting shall be deemed to be a resolution adopted at that meeting.	Article 95 If the matter requiring voting by ballot is the election of the meeting chairman or the suspension of the meeting, a voting shall be taken immediately. In respect of other matters requiring a poll, the chairman shall decide when to hold a voting, and the meeting may proceed to discuss other matters, provided that the result of the voting shall be deemed to be a resolution adopted at that meeting.	Wording improvement
76	Article 96 When votes are cast on proposals at the general meeting, representatives of the shareholders and the representative of supervisors and other connected persons appointed pursuant to the Hong Kong Listing Rules shall be jointly responsible for scrutinizing and counting votes and shall announce the voting results at the meeting. The voting result shall be recorded in the meeting minutes.	Article 96 When votes are cast on proposals at the shareholders’ general—meeting, representatives of the shareholders and the representative of supervisors the Audit Committee and other connected persons appointed pursuant to the Hong Kong Listing Rules shall be jointly responsible for scrutinizing and counting votes and shall announce the voting results at the meeting. The voting result shall be recorded in the meeting minutes.	Revising the term “shareholders’ meeting (股東會)” and the functions and powers of the Board of Supervisors shall be exercised by the Audit Committee
77	Article 97 A general meeting shall be held on site or by other means permitted by laws and regulations. An on-site general meeting shall not end before that held on-line or otherwise, and the chairman shall announce the voting status and results of each proposal and announce whether the proposal is adopted or not based on the voting results.	Article 97 A shareholders’ general—meeting shall be held on site or by other means permitted by laws and regulations. An on-site shareholders’ general meeting shall not end before that held on-line or otherwise, and the chairman shall announce the voting status and results of each proposal and announce whether the proposal is adopted or not based on the voting results.	Revising the term “shareholders’ meeting (股東會)”

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	Prior to the formal announcement of voting results, the relevant parties involved in relation to voting at the general meeting, including the companies, the persons responsible for counting votes and scrutinizing the voting, and the substantial shareholders, shall be obliged to keep the voting status confidential.	Prior to the formal announcement of voting results, the relevant parties involved in relation to voting at the shareholders’ general-meeting, including the companies, the persons responsible for counting votes and scrutinizing the voting, and the substantial shareholders, shall be obliged to keep the voting status confidential.
78	Article 98 The shareholders attending the general meeting shall express one of the following opinions on the proposal to be voted on: for, against, or abstain. Save for the circumstance under which the securities registration and settlement institution acting as the nominal holder of shares under the mutual stock market access between the Mainland China and Hong Kong makes reporting in accordance with the instruction of the de facto holders of relevant shares.

On a voting by ballot at a meeting, a shareholder (including his/her proxies) entitled to two or more votes does not need to cast all his/her votes for, against, or abstain. | Article 98 The shareholders attending the shareholders’ general-meeting shall express one of the following opinions on the proposal to be voted on: for, against, or abstain. Save for the circumstance under which the securities registration and settlement institution acting as the nominal holder of shares under the mutual stock market access between the Mainland China and Hong Kong makes reporting in accordance with the instruction of the de-facto actual holders of relevant shares.

On a voting by ballot at a meeting, a shareholder (including his/her proxies) entitled to two or more votes does not need to cast all his/her votes for, against, or abstain. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	Where the same vote is cast two or more times, the first cast shall hold.

In the event of a tie between for and against, either by show of hands or by poll, the chairman of the meeting is entitled to one additional vote. | Where the same vote is cast two or more times, the first cast shall hold.

In the event of a tie between for and against, either by show of hands or by poll, the chairman of the meeting is entitled to one additional vote. | |
| 79 | Article 99 If the chairman of the meeting has any doubt as to the result of a resolution which has been put to the vote at the general meeting, he/she may have the votes counted. If the chairman of the meeting has not counted the votes, any shareholder present in person or by proxy who objects to the result announced by the chairman of the meeting may, immediately after the declaration, demand that the votes be counted, and the chairman of the meeting shall have the votes counted immediately.

If the votes are counted at the general meeting, the result shall be recorded in the minutes. The minutes together with the attendance record of shareholders and the powers of attorney of the proxies shall be maintained at the Company’s domicile. | Article 99 If the chairman of the meeting has any doubt as to the result of a resolution which has been put to the vote at the shareholders’ general-meeting, he/she may have the votes counted. If the chairman of the meeting has not counted the votes, any shareholder present in person or by proxy who objects to the result announced by the chairman of the meeting may, immediately after the declaration, demand that the votes be counted, and the chairman of the meeting shall have the votes counted immediately.

If the votes are counted at the shareholders’ general-meeting, the result shall be recorded in the minutes. The minutes together with the attendance record of shareholders and the powers of attorney of the proxies shall be maintained at the Company’s domicile. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
80	Article 100 Resolutions of general meetings shall be announced in a timely manner in accordance with the relevant laws, regulations, departmental rules, normative documents, the regulatory rules of the place where the shares of the Company are listed or the provisions of the Articles of Association. The announcements shall set forth the number of shareholders and proxies present at the meeting, the total number of voting shares and the proportion to the total number of voting shares of the Company, the total number of shares required to abstain from voting and/or the total number of shares required to abstain from voting on individual proposals in accordance with the regulatory rules of the place where the shares of the Company are listed (if any), and whether the shareholders who shall abstain from voting have abstained from voting, the manner of voting, the voting results on each proposal and the specific contents of each resolution adopted.	Article 100 Resolutions of shareholders’ general—meetings shall be announced in a timely manner in accordance with the relevant laws, regulations, departmental rules, normative documents, the regulatory rules of the place where the shares of the Company are listed or the provisions of the Articles of Association. The announcements shall set forth the number of shareholders and proxies present at the meeting, the total number of voting shares and the proportion to the total number of voting shares of the Company, the total number of shares required to abstain from voting and/or the total number of shares required to abstain from voting on individual proposals in accordance with the regulatory rules of the place where the shares of the Company are listed (if any), and whether the shareholders who shall abstain from voting have abstained from voting, the manner of voting, the voting results on each proposal and the specific contents of each resolution adopted.	Revising the term “shareholders’ meeting (股東會)”
81	Article 101 If the general meeting passes a proposal concerning the election of directors and supervisors, the new directors and supervisors shall take office on the date when the resolution of the general meeting on election of them is adopted.	Article 101 If the shareholders’ general—meeting passes a proposal concerning the election of directors and supervisors, the new directors and supervisors shall take office on the date when the resolution of the shareholders’ general—meeting on election of them is adopted.	Revising the term “shareholders’ meeting (股東會)”

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
82	Article 102 Directors are elected or replaced by the general meeting with a term of office of three years. Upon expiration of the term, the directors may be re-elected and serve consecutive terms. Directors are not required to hold shares in the Company.

The term of office of directors is from the date of taking office until the expiration of the term of office of the current Board. Where no election is conducted in time before the expiration of the term of office of a director, the existing director shall, before the director-elected takes office, continue to perform his/her duty as a director in accordance with laws, administrative regulations, departmental rules and the Articles of Association.

Any director appointed by the Board to fill a casual vacancy or as an addition to the Board shall hold office only until the first annual shareholder’s general meeting of the Company following his/her appointment, and shall then be eligible for re-election.

Under the prerequisite of abiding by relevant laws and administrative regulations, the general meeting may remove any director before the expiration of his/her term of office by way of an ordinary resolution, without prejudice to claims made by the director pursuant to any contract. | Article 102 Directors are elected or replaced by the shareholders’ general—meeting and may be removed by the shareholders’ meeting before the expiration of their term of office, with the removal taking effect on the date of the resolution. A director who is removed before the expiration of his/her term of office without justifiable reasons may demand compensation from the Company. The with a term of office of for directors is three years. Upon expiration of the term, the directors may be re-elected and serve consecutive terms. Directors are not required to hold shares in the Company.

If a director resigns, he/she shall notify the Company in writing, and the resignation shall take effect on the date the Company receives the notice. | Article 106 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	The general manager or other senior officers may concurrently serve as a director, but the total number of directors concurrently serving as the general manager or other senior officer positions shall be not more than half of the directors of the Company.	Any director appointed by the Board to fill a casual vacancy or as an addition to the Board shall hold office only until the first annual shareholder’s general meeting of the Company following his/her appointment, and shall then be eligible for re-election.

Under the prerequisite of abiding by relevant laws and administrative regulations, the shareholders’ general meeting may remove any director before the expiration of his/her term of office by way of an ordinary resolution, without prejudice to claims made by the director pursuant to any contract. The removal shall take effect on the date of the resolution.

The general manager or other senior officers may concurrently serve as a director, but the total number of directors concurrently serving as the general manager or other senior officer positions shall be not more than half of the directors of the Company. | |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
83	Article 103 The directors shall comply with laws, administrative regulations and the Articles of Association, and bear the following faithful obligations to the Company:
(I) Shall not take bribes or other illegal income by making use of the position, and not expropriate the properties of the Company;
(II) Shall not misappropriate the funds of the Company;
(III) Shall not save the assets or funds of the Company into the accounts opened in his own name or other personal names;
(IV) Shall not violate the provisions of the Articles of Association, or without the consent of the general meeting or the Board, loan funds of the Company to others or provide the properties of the Company to others for guarantee;
(V) Shall not violate the provisions of the Articles of Association, or without the consent of the general meeting, enter into a contract or transaction with the Company;	Article 103 The directors shall comply with laws, administrative regulations and the Articles of Association, take measures to avoid conflicts between their own interests and the interests of the Company, shall not make use of the position to seek improper benefits, and shall bear the following faithful obligations to the Company:
(I) Shall not take bribes or other illegal income by making use of the position, and not expropriate the properties of the Company;
(II) Shall not misappropriate the funds of the Company;
(III) Shall not save the assets or funds of the Company into the accounts opened in his own name or other personal names;
(IV) Shall not violate the provisions of the Articles of Association, or without the consent of the shareholders' general—meeting or the Board, loan funds of the Company to others or provide the properties of the Company to others for guarantee;	Article 101 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
	(VI) Without the consent of the general meeting, shall not take advantage of the position, to seek business opportunities that shall belong to the Company for themselves or others, and engage in business similar to that of the Company by themselves or with others;

(VII) Shall not accept and embezzle commissions from transactions with the Company;

(VIII) Shall not disclose the secrets of the Company without authorization;

(IX) Shall not impair the interests of the Company by making use of their associated relationship;

(X) Other faithful obligations stipulated by laws, administrative regulations, and departmental rules and the Articles of Association.

The revenue obtained by the director in violation of this Article shall belong to the Company; in the event of causing losses to the Company, the director shall be liable for compensation. | (V) Shall not violate the provisions of the Articles of Association, or without the consent of the general meeting, enter into a contract or transaction with the Company: Where a director directly or indirectly enters into a contract or conducts a transaction with the Company, he/she shall report matters relating to the entering into of the contract or transaction to the Board or the shareholders’ meeting, subject to the approval of a resolution by the Board or the shareholders’ meeting according to the Articles of Association;

Where any of the near relatives of a director, or any enterprise directly or indirectly controlled by a director or any of his/her near relatives, and any of the related parties who has other related-party relationship with a director, enters into a contract or conducts a transaction with the Company, the provisions of the preceding paragraph shall apply;

(VI) Without the consent of the general meeting, sShall not take advantage of the position, to seek business opportunities that shall belong to the Company for themselves or others, and engage in business similar to that of the Company by themselves or with other except where it has been reported to the Board or the shareholders’ meeting and a resolution has been passed by the shareholders’ meeting, or where the Company is unable to take advantage of the business opportunity in accordance with the requirements of laws, administrative regulations or the Articles of Association; | |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
		(VII) Shall not, without reporting to the Board or the shareholders’ meeting and obtaining approval through a resolution of the Board or the shareholders’ meeting in accordance with the provisions of the Articles of Association, engage in business similar to that of the Company by themselves or with others;

(VIII) Shall not accept and embezzle commissions from transactions with the Company;

(VIII)(X) Shall not disclose the secrets of the Company without authorization;

(IX) Shall not impair the interests of the Company by making use of their associated relationship;

(XI) Other faithful obligations stipulated by laws, administrative regulations, and departmental rules and the Articles of Association.

The revenue obtained by the director in violation of this Article shall belong to the Company; in the event of causing losses to the Company, the director shall be liable for compensation. | |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
84	Article 104 The directors shall comply with the laws, administrative regulations and the Articles of Association, and bear the following diligence obligations to the Company:

(I) Shall prudently, earnestly and diligently exercise the rights conferred by the Company, in order to ensure that the Company’s business practices comply with the requirements of national laws, administrative regulations and economic policies; business activities shall not go beyond the business scope stipulated on the business license;

(II) Shall be fair to all shareholders;

(III) Shall timely understand the business operations and management of the Company;

(IV) Shall sign a written confirmation to the Company’s periodic reports, to ensure that the information disclosed by the Company is true, accurate and complete;

(V) Shall truthfully provide relevant information and data to the Board of Supervisors, and shall not prevent the exercise of functions and power of the Board of Supervisors or the supervisors;

(VI) Other diligence obligations stipulated by laws, administrative regulations, departmental rules and the Articles of Association. | Article 104 The directors shall comply with the laws, administrative regulations and the Articles of Association, perform their duties with the reasonable care normally expected of a manager in the best interests of the Company, and bear the following diligence obligations to the Company:

(II) Shall be fair to all shareholders;

(III) Shall timely understand the business operations and management of the Company;

(IV) Shall sign a written confirmation to the Company’s periodic reports, to ensure that the information disclosed by the Company is true, accurate and complete;

(V) Shall truthfully provide relevant information and data to the Board of Supervisors Audit Committee, and shall not prevent the exercise of functions and power of the Board of Supervisors Audit Committee or the supervisors its members;

(VI) Other diligence obligations stipulated by laws, administrative regulations, departmental rules and the Articles of Association. | Article 102 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
85	Article 105 A director shall be deemed incapable of carrying out his/her duties if he/she fails to attend two consecutive meetings of the Board either personally (attending or voting at the meeting of the Board by means of communication is deemed to attend in person) or by appointing other directors to attend on his/her behalf. The Board shall make a proposal to the general meeting to remove such a director.	Article 105 A director shall be deemed incapable of carrying out his/her duties if he/she fails to attend two consecutive meetings of the Board either personally (attending or voting at the meeting of the Board by means of communication is deemed to attend in person) or by appointing other directors to attend on his/her behalf. The Board shall make a proposal to the shareholders’ general-meeting to remove such a director.	Revising the term “shareholders’ meeting (股東會)”
86	Article 109 A director that violates laws, administrative regulations, departmental rules or the Articles of Association and causes losses to the Company in performing duties of the Company shall be liable for compensation.	Article 109 A director that violates laws, administrative regulations, departmental rules or the Articles of Association and causes losses to the Company in performing duties of the Company shall be liable for compensation.

If a controlling shareholder or actual controller of the Company instructs a director to engage in acts that harm the interests of the Company or its shareholders, such controlling shareholder or actual controller shall bear joint and several liability with such director. | Article 43 and Article 108 of the Guidelines for the Articles of Association |
| 87 | Article 112 The Company shall have a Board of Directors, which is accountable to the general meeting. | Article 112 The Company shall have a Board of Directors, which is accountable to the shareholders’ general-meeting. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
88	Article 114 The Board shall be accountable to the general meeting and exercise the following power:
(I) To convene a general meeting and report to the meeting on the work of the Board;
(II) To implement the resolutions of the general meeting;
(III) To decide on the business plan and investment scheme of the Company;
(IV) To formulate the annual financial budgetary plans and final accounting plans of the Company;
(V) To formulate the profit distribution plan and loss recovery plan of the Company;
(VI) To formulate plans of increasing or decreasing the Company’s registered capital, issuing corporate bonds or other securities and going public;
(VII) To formulate plans for substantial acquisition, acquisition of shares, or merger, division, dissolution and change of corporate form of the Company;	Article 114 The Board shall be accountable to the shareholders’ general-meeting and exercise the following power:
(I) To convene a shareholders’ general-meeting and report to the meeting on the work of the Board;
(II) To implement the resolutions of the shareholders’ general meeting;
(III) To decide on the business plan and investment scheme of the Company;
(IV) To formulate the annual financial budgetary plans and final accounting plans of the Company;
(V) To formulate the profit distribution plan and loss recovery plan of the Company;
(VI) To formulate plans of increasing or decreasing the Company’s registered capital, issuing corporate bonds or other securities and going public;
(VII) To formulate plans for substantial acquisition, acquisition of shares, or merger, division, dissolution and change of corporate form of the Company;	Article 110 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(VIII) To acquire the Company's shares under any of the circumstances set forth in sub-paragraph (III), (V) and (VI) of the first paragraph of Article 23 of the Articles of Association within the scope of authorization of the general meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company's shares are listed;	(VIII) To acquire the Company's shares under any of the circumstances set forth in sub-paragraph (III), (V) and (VI) of the first paragraph of Article 23 of the Articles of Association within the scope of authorization of the shareholders’ general-meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company's shares are listed;
	(IX) To decide on matters of the Company's external investment, acquisition and disposal of assets, pledge over assets, external guarantees, entrusted wealth management, connected transactions, external donations and other matters within the scope of authorization by the general meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company's shares are listed;	(IX) To decide on matters of the Company's external investment, acquisition and disposal of assets, pledge over assets, external guarantees, entrusted wealth management, connected transactions, external donations and other matters within the scope of authorization by the shareholders’ general-meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company's shares are listed;
	(X) To examine and approve the transactions under Article 116 of the Articles of Association;	(X) To examine and approve the transactions under Article 116 of the Articles of Association;
	(XI) To examine and approve the matters required to be adopted by the Board as stipulated in the Management Measures on Connected Transactions;	(XI) To examine and approve the matters required to be adopted by the Board as stipulated in the Management Measures on Connected Transactions;
	(XII) To determine the setup of the Company's internal management structure;	(XII) To determine the setup of the Company's internal management structure;

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(XIII) To appoint or dismiss the general manager and Secretary to the Board of the Company; to appoint or dismiss senior officers such as financial officer according to the nomination of the general manager, and to decide on matters of remuneration, rewards and punishments;	(XIII) To appoint or dismiss the general manager and Secretary to the Board of the Company; to appoint or dismiss senior officers such as financial officer according to the nomination of the general manager, and to decide on matters of remuneration, rewards and punishments;
	(XIV) To formulate the basic management system of the Company;	(XIV) To formulate the basic management system of the Company;
	(XV) To formulate the proposals for any amendment to the Articles of Association;	(XV) To formulate the proposals for any amendment to the Articles of Association;
	(XVI) To request the general meeting to engage or replace the accounting firm that provides audits for the Company;	(XVI) To request the shareholders’ general meeting to engage or replace the accounting firm that provides audits for the Company;
	(XVII) To debrief the work report of the general manager of the Company and check the work of the general manager;	(XVII) To debrief the work report of the general manager of the Company and check the work of the general manager;
	(XVIII) To manage the information disclosure of the Company;	(XVIII) To manage the information disclosure of the Company;
	(XIX) Any other functions and power granted by the laws, administrative regulations, departmental rules, regulation rules of the place where the Company’s shares are listed or the Articles of Association.	(XIX) Any other functions and power granted by the laws, administrative regulations, departmental rules, regulation regulatory rules of the place where the Company’s shares are listed or the Articles of Association.

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	For matters resolved by the Board in the preceding paragraph, except for items (VI), (VII), (IX) and (XV) which shall be approved by a vote of at least two-thirds of the directors, the remaining items may be approved by a vote of more than half of the directors.

The aforementioned matters of power exercised by the Board of Directors beyond the scope of authorization of the general meeting, or any transactions or arrangements of the Company which are required to be considered by the general meeting pursuant to the listing rules of the stock exchange where the Company’s shares are listed, shall be submitted to the general meeting for consideration. | For matters resolved by the Board in the preceding paragraph, except for items (VI), (VII), (IX) and (XV) which shall be approved by a vote of at least two-thirds of the directors, the remaining items may be approved by a vote of more than half of the directors.

The aforementioned matters of power exercised by the Board of Directors beyond the scope of authorization of the shareholders’ general-meeting, or any transactions or arrangements of the Company which are required to be considered by the shareholders’ general-meeting pursuant to the listing rules of the stock exchange where the Company’s shares are listed, shall be submitted to the shareholders’ general-meeting for consideration. | |
| 89 | Article 115 The Board shall formulate the rules of procedures for the Board, so as to ensure that the Board implements the resolutions of the general meeting, and works more efficiently to make reasonable decisions. The rules of procedures shall be prepared by the Board, approved at the general meeting, and attached to the Articles of Association as an appendix. | Article 115 The Board shall formulate the rules of procedures for the Board, so as to ensure that the Board implements the resolutions of the shareholders’ general-meeting, and works more efficiently to make reasonable decisions. The rules of procedures shall be prepared by the Board, approved at the shareholders’ general-meeting, and attached to the Articles of Association as an appendix. | Article 112 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
90	Article 118 The chairman of the Board shall exercise the following power:

(I) To preside over general meetings and convene and preside over Board meetings;

(II) To procure and examine the implementation of resolutions of the Board;

(III) To sign share certificates, corporate bonds and other securities issued by the Company;

(IV) To sign important documents of the Board;

(V) To exercise the special disposal power on the Company affairs in line with the interests of the Company in accordance with the laws and regulations in case of an emergency of force majeure such as a major natural disaster, and report to the Board or the general meeting of the Company afterwards; and

(VI) To exercise other power as set forth by the Board or in the laws, administrative regulations and regulatory rules of the place where the Company’s shares are listed.

The Board shall authorize the chairman expressly by the resolutions of the Board, and provide clear and specific authorization matters, content and authorities. All matters involving the Company’s material interests shall be collectively determined by the Board. The Board shall not authorize the chairman or any directors to determine such matter. | Article 118 The chairman of the Board shall exercise the following power:

(I) To preside over shareholders’ general-meetings and convene and preside over Board meetings;

(II) To procure and examine the implementation of resolutions of the Board;

(III) To sign share certificates, corporate bonds and other securities issued by the Company;

(IV) To sign important documents of the Board;

(VI) To exercise other power as set forth by the Board or in the laws, administrative regulations and regulatory rules of the place where the Company’s shares are listed.

The Board shall authorize the chairman expressly by the resolutions of the Board, and provide clear and specific authorization matters, content and authorities. All matters involving the Company’s material interests shall be collectively determined by the Board. The Board shall not authorize the chairman or any directors to determine such matter. | Article 114 of the Guidelines for the Articles of Association |

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
91	Article 119 Where the chairman of the Board is unable to perform duties or fails to perform duties, more than half of the directors shall elect one director to perform duties.	Article 119 Where the chairman of the Board is unable to perform duties or fails to perform duties, more than half of the directors shall elect one director to perform duties.	Article 72 of the Guidelines for the Articles of Association
92	Article 120 The Board discusses official business by way of the meetings of the Board of Directors, which consist of regular meetings and extraordinary meetings. The Board shall hold at least four regular meetings every year, convened by the chairman of the Board, with a notice in writing given to all directors and supervisors 14 days’ before the meeting.	Article 120 The Board discusses official business by way of the meetings of the Board of Directors, which consist of regular meetings and extraordinary meetings. The Board shall hold at least four regular meetings every year, convened by the chairman of the Board, with a notice in writing given to all directors and supervisors-14 days’ before the meeting.	Abolishment of the Board of Supervisors
93	Article 121 Shareholders representing more than one-tenth of the voting rights, more than one-third of the directors, more than half of the independent directors, the Board of Supervisors, the chairman of the Board or the general manager may propose an extraordinary Board meeting. The chairman of the Board shall convene and preside over an extraordinary Board meeting within ten days after receiving the proposal.	Article 121 Shareholders representing more than one-tenth of the voting rights, more than one-third of the directors, more than half of the independent directors, the Board of SupervisorsAudit Committee, the chairman of the Board or the general manager may propose an extraordinary Board meeting. The chairman of the Board shall convene and preside over an extraordinary Board meeting within ten days after receiving the proposal.	Article 117 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
94	Article 122 The notice for an extraordinary Board meeting shall be delivered to all directors and supervisors five days before the meeting. Where the extraordinary Board meeting is needed to be held as soon as possible under an emergency situation, the delivery of the notice regarding the forthcoming meeting shall not be subject to the time-limit specified above.	Article 122 The notice for an extraordinary Board meeting shall be delivered to all directors and supervisors five days before the meeting. Where the extraordinary Board meeting is needed to be held as soon as possible under an emergency situation, the delivery of the notice regarding the forthcoming meeting shall not be subject to the time-limit specified above.	Article 118 of the Guidelines for the Articles of Association
95	Article 124 The meeting of the Board shall be held upon the attendance of more than half of the directors.

“One person, one vote” is performed for the vote on resolutions of the Board. When the numbers of votes against and for a certain proposal are equal, the chairman of the Board shall have a casting vote. | Article 124 The meeting of the Board shall be held upon the attendance of more than half of the directors. The resolutions of the Board shall be passed by more than half of all the directors.

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No.	Original Articles	Amended Articles	Basis of amendment
96	Article 125 Where a director or any of his/her close associates (as defined in the Hong Kong Listing Rules) has a material interest in or associated relationship with the matter to be discussed by the Board, such a director shall not, when such matter is being discussed by the Board, exercise the right to vote on the resolution, nor exercise voting rights on behalf of other directors, nor be counted in the quorum of the meeting. The Board meeting may be held upon the attendance of more than half of the directors without associated relationship, and the resolution of the Board meeting shall be adopted by more than half of the directors without an associated relationship. Where the Board meeting is attended by less than three directors without an associated relationship, the matter shall be submitted to the general meeting for deliberation.	Article 125 Where a director or any of his/her close associates (as defined in the Hong Kong Listing Rules) has a material interest in or associated relationship with the matter to be discussed by the Board, such a director shall promptly submit a written report to the Board. The directors with an associated relationship shall not, when such matter is being discussed by the Board, exercise the right to vote on the resolution, nor exercise voting rights on behalf of other directors, nor be counted in the quorum of the meeting. The Board meeting may be held upon the attendance of more than half of the directors without associated relationship, and the resolution of the Board meeting shall be adopted by more than half of the directors without an associated relationship. Where the Board meeting is attended by less than three directors without an associated relationship, the matter shall be submitted to the shareholders' general meeting for deliberation.	Article 121 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS

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No.	Original Articles	Amended Articles	Basis of amendment
97	Article 130 The Board shall establish the Audit Committee and may establish the Nomination Committee, the Remuneration and Appraisal Committee, the Strategy Committee and other relevant specialized committees as needed. The specialized committees are accountable to the Board and perform their duties in accordance with the Articles of Association and authorization by the Board. Their proposals shall be submitted to the Board for deliberation and decision. The membership of the specialized committees shall all be composed of directors: independent directors shall account for more than half of the members of the Audit Committee, the Nomination Committee, and the Remuneration and Appraisal Committee; the chairmen of the Audit Committee and the Remuneration and Appraisal Committee shall be independent directors, and the chairman of the Nominating Committee shall be the chairman of the Board or an independent director; the members of the Audit Committee shall be a non-executive director, at least one of whom shall be an independent director with appropriate professional qualifications as stipulated in the Hong Kong Listing Rules, or with appropriate accounting or relevant financial management expertise. The members of the specialized committees shall be appointed and removed by the Board.	Article 130 The Board shall establish the Audit Committee and may establish the Nomination Committee, the Remuneration and Appraisal Committee, the Strategy Committee, the Sustainable Development (ESG) Committee and other relevant specialized committees as needed. The specialized committees are accountable to the Board and perform their duties in accordance with the Articles of Association and authorization by the Board. Their proposals shall be submitted to the Board for deliberation and decision. The membership of the specialized committees shall all be composed of directors: independent directors shall account for more than half of the members of the Audit Committee, the Nomination Committee, and the Remuneration and Appraisal Committee; the chairmen of the Audit Committee and the Remuneration and Appraisal Committee shall be independent directors, and the chairman of the Nominating Committee shall be the chairman of the Board or an independent director; the members of the Audit Committee shall be a non-executive director, at least one of whom shall be an independent director with appropriate professional qualifications as stipulated in the Hong Kong Listing Rules, or with appropriate accounting or relevant financial management expertise. The members of the specialized committees shall be appointed and removed by the Board.	The Company has newly established a Sustainable Development (ESG) Committee

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No.	Original Articles	Amended Articles	Basis of amendment
98	New article	Article 134 The Board of the Company shall establish an Audit Committee, which comprises of three directors, to exercise the functions and power of the Board of Supervisors as stipulated in the Company Law.	Article 133 of the Guidelines for the Articles of Association
99	New article	Article 135 The Audit Committee shall exercise the following functions and power in accordance with law: (I) To examine the Company's financial affairs; (II) To supervise the acts of the directors and senior officers, and propose the removal of directors and senior officers who violate the laws, administrative regulations, the Articles of Association, or resolutions of shareholders' meetings; (III) When the action of any director or senior officer is found to damage the interests of the Company, to urge them to make corrections; (IV) To propose the convening of extraordinary shareholders' meetings and, in the event that the Board fails to perform the obligations to convene and preside over the shareholders' meetings in accordance with Company Law and the Articles of Association, convene and preside over the shareholders' meetings;	The functions and power of the Board of Supervisors shall be exercised by the Audit Committee

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No.	Original Articles	Amended Articles	Basis of amendment
		(V) To submit proposals to the shareholders’ meetings;
(VI) To liaise with directors and senior officers or prosecute directors and senior officers on behalf of the Company;
(VII) To conduct an investigation if there are any unusual circumstances in the Company’s operations; and if necessary, engaging accounting firms, law firms, or other professional institutions to assist in its work with expenses to be borne by the Company;
(VIII) To review the financial information and internal control evaluation reports in financial accounting reports and periodic reports;
(IX) To make recommendations to the Board on the appointment or dismissal of accounting firms undertaking the audit work of the Company;
(X) To make recommendations to the Board on the appointment or dismissal of financial officer of the Company;
(XI) To make recommendations to the Board on the changes in accounting policies or accounting estimates, or corrections of major accounting errors, due to reasons other than changes in accounting standards;
(XII) To exercise other functions and power prescribed in laws, administrative regulations, the regulatory rules of the place where the Company’s shares are listed and the Articles of Association.

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No.	Original Articles	Amended Articles	Basis of amendment
100	New article	Article 136 The Audit Committee shall formulate the terms of reference of the Audit Committee for review and approval by the Board, specifying the rules and voting procedures for the Audit Committee, so as to ensure the working efficiency and rational decision making of the Audit Committee.
101	Article 135 The general manager, in performing his/her functions and powers, shall act honestly and diligently and in accordance with laws, administrative regulations and the Articles of Association.	Article 1358 The general manager, in performing his/her functions and powers, shall act honestly and diligently and in accordance with laws, administrative regulations and the Articles of Association.

Requirements with respect to the directors’ faithful obligations set out in Article 103 and the directors’ diligence obligations set out in Article 104 of the Articles of Association shall also apply to the senior officers. | Article 141 of the Guidelines for the Articles of Association |
| 102 | Article 138 The general manager of the Company shall be accountable to the Board and exercise the following powers:

(I) to manage the production and operation management of the Company, organizing the execution of the Board’s resolutions, and reporting the relevant work to the Board; | Article 13841 The general manager of the Company shall be accountable to the Board and exercise the following powers:

(I) to manage the production and operation management of the Company, organizing the execution of the Board’s resolutions, and reporting the relevant work to the Board; | Revising the term “shareholders’ meeting (股東會)” |

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No.	Original Articles	Amended Articles	Basis of amendment
	(II) to organize the implementation of the annual business plan and investment scheme of the Company;	(II) to organize the implementation of the annual business plan and investment scheme of the Company;
	(III) to prepare proposals for the internal management organization setting scheme of the Company;	(III) to prepare proposals for the internal management organization setting scheme of the Company;
	(IV) to prepare proposals for the basic management system of the Company;	(IV) to prepare proposals for the basic management system of the Company;
	(V) to develop the specific rules of the Company;	(V) to develop the specific rules of the Company;
	(VI) to propose the appointment or termination of the deputy general manager or financial officer of the Company to the Board;	(VI) to propose the appointment or termination of the deputy general manager or financial officer of the Company to the Board;
	(VII) to decide to appoint or remove the officers other than those subject to the decision of the Board;	(VII) to decide to appoint or remove the officers other than those subject to the decision of the Board;
	(VIII) to deal with transactions that are not stipulated in the Articles of Association and whose approving standards need to be deliberated by the general meeting or the Board;	(VIII) to deal with transactions that are not stipulated in the Articles of Association and whose approving standards need to be deliberated by the shareholders’ general-meeting or the Board;
	(IX) other powers granted by the Articles of Association or the Board.	(IX) other powers granted by the Articles of Association or the Board.
	The general manager may attend the Board meetings. The general manager who is not a director has no right to vote at the Board meetings.	The general manager may attend the Board meetings. The general manager who is not a director has no right to vote at the Board meetings.

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TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
103	Article 140 The working rules of the general manager shall contain the following:
(I) conditions for the convening of and the procedure for the general manager’s meetings, the personnel to attend the meeting;
(II) specific duties and division of work of the general manager and other senior officer;
(III) the authority to use the Company’s funds and assets and enter into material contracts, and the system of reporting to the Board and the Board of Supervisors;
(IV) other matters as the Board considers necessary.	Article 1403 The working rules of the general manager shall contain the following:
(I) conditions for the convening of and the procedure for the general manager’s meetings, the personnel to attend the meeting;
(II) specific duties and division of work of the general manager and other senior officer;
(III) the authority to use the Company’s funds and assets and enter into material contracts, and the system of reporting to the Board—and the Board—of Supervisors;
(IV) other matters as the Board considers necessary.	Abolishment of the Board of Supervisors
104	Article 145 If a senior officer breaches the laws, administrative regulations, departmental rules or the Articles of Association when performing his/her duties and causes losses to the Company, he/she shall be liable for the damages.	Article 1458 Where a senior officer causes damage to any person when performing his/her duties for the Company, the Company shall be liable for the damages; the senior officer shall also be liable for any damage caused by his/her willful actions or gross negligence.
If a senior officer breaches the laws, administrative regulations, departmental rules or the Articles of Association when performing his/her duties and causes losses to the Company, he/she shall be liable for the damages.	Article 150 of the Guidelines for the Articles of Association
105	Chapter VII Board of Supervisors	Delete	Abolishment of the Board of Supervisors, with corresponding removal of relevant articles of Chapter VII concerning the Board of Supervisors

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No.	Original Articles	Amended Articles	Basis of amendment
106	Chapter VIII Qualifications and Duties of the Directors, Supervisors, General Manager and Senior Officers of the Company	Chapter VIII Qualifications and Duties of the Directors, Supervisors,—General Manager and Senior Officers of the Company	Abolishment of the Board of Supervisors
107	Article 164 None of the following persons may serve as a director, supervisor, general manager or other senior officers of the Company:
(I) Persons without capacity or with limited capacity for civil acts;
(II) Persons who were sentenced for crimes of corruption, bribery, encroachment or embezzlement of property or disruption of the social and economic order, where five years have not lapsed following the serving of the sentence, or persons who were deprived of their political rights for committing a crime, where five years have not lapsed following the serving of the sentence;
(III) Persons who acted as directors, or factory managers or managers of companies or enterprises which were bankrupt or liquidated due to poor performance and management and who shall bear personal liability for the bankruptcy or liquidation of such companies or enterprises, where three years have not lapsed following the date of completion of such bankruptcy or liquidation;	Article 16450 None of the following persons may serve as a director, supervisor,—general manager or other senior officers of the Company:
(I) Persons without capacity or with limited capacity for civil acts;
(II) Persons who were sentenced for crimes of corruption, bribery, encroachment or embezzlement of property or disruption of the social and economic order, where five years have not lapsed following the serving of the sentence, or persons who were deprived of their political rights for committing a crime, where five years have not lapsed following the serving of the sentence, or persons who were sentenced by probation, where two years have not lapsed following the expiration of the probation;
(III) Persons who acted as directors, or factory managers or managers of companies or enterprises which were bankrupt or liquidated due to poor performance and management and who shall bear personal liability for the bankruptcy or liquidation of such companies or enterprises, where three years have not lapsed following the date of completion of such bankruptcy or liquidation;	Article 99 of the Guidelines for the Articles of Association

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No.	Original Articles	Amended Articles	Basis of amendment
	(IV) The legal representatives of companies or enterprises that had their business licenses revoked as a result of violating the law, and where such representatives bear personal liability therefore and three years have not lapsed following the date of revocation of such business licenses;

(V) Persons with relatively heavy individual debts that have not been settled upon maturity;

(VI) Persons against whom a case has been established for investigation by the judicial authorities as a result of suspected violation of the criminal law, and such case has not been closed;

(VII) Persons who may not act as leaders of enterprises by virtue of the laws and administrative regulations;

(VIII) Non-natural persons;

(IX) Persons ruled by a relevant organization in charge to have violated securities-related regulations, where such violation involved fraudulent or dishonest acts and five years have not lapsed following the date of the ruling;

(X) Any other circumstance as prescribed by the laws, administrative regulations, departmental rules, normative documents, or relevant regulatory authorities. | (IV) The legal representatives of companies or enterprises that had their business licenses revoked as a result of violating the law, and where such representatives bear personal liability therefore and three years have not lapsed following the date of revocation of such business licenses or the date when the company or enterprise was ordered to close down;

(V) Persons with who have been listed as dishonest defaulters subject to enforcement by the people's court for having relatively heavy individual debts that have not been settled upon maturity;

(VI) Persons against whom a case has been established for investigation by the judicial authorities as a result of suspected violation of the criminal law, and such case has not been closed;

(VII) Persons who may not act as leaders of enterprises by virtue of the laws and administrative regulations;

(VIII) Non-natural persons;

(X) Any other circumstance as prescribed by the laws, administrative regulations, departmental rules, normative documents, or relevant regulatory authorities. | |

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No.	Original Articles	Amended Articles	Basis of amendment
	Any election, designation or appointment of directors, supervisors, general manager or other senior officers in violation of this provision shall be invalid. The Company shall dismiss the director, supervisor, general manager or other senior officers if they are involved in the said circumstances during their respective term of office.	Any election, designation or appointment of directors, supervisors, general manager or other senior officers in violation of this provision shall be invalid. The Company shall dismiss the director, supervisor, general manager or other senior officers if they are involved in the said circumstances during their respective term of office.
108	Article 165 The obligation of honesty and credibility of the Company’s directors, supervisors, general manager and other senior officers does not necessarily cease with the termination of their office. Their confidentiality obligation in relation to the Company’s trade secrets shall continue after the termination of their office. The term for which other obligations shall continue shall be decided upon in accordance with the principle of fairness, depending on the time lapse between the termination and the occurrence of the matter as well as the circumstances and conditions under which the relationship with the Company is terminated.

The liability of directors, supervisors, general manager and other senior officers of the Company for breaching a given obligation may be waived by the general meeting that has knowledge of the circumstances. | Article 16551 The obligation of honesty and credibility of the Company’s directors, supervisors, general manager and other senior officers does not necessarily cease with the termination of their office. Their confidentiality obligation in relation to the Company’s trade secrets shall continue after the termination of their office. The term for which other obligations shall continue shall be decided upon in accordance with the principle of fairness, depending on the time lapse between the termination and the occurrence of the matter as well as the circumstances and conditions under which the relationship with the Company is terminated.

The liability of directors, supervisors, general manager and other senior officers of the Company for breaching a given obligation may be waived by the shareholders’ general meeting that has knowledge of the circumstances. | Revising the term “shareholders’ meeting (股東會)” and abolishment of the Board of Supervisors |

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No.	Original Articles	Amended Articles	Basis of amendment
109	Article 166 If the director, supervisor, the general manager or other senior officers violate the obligations to the Company, the Company shall be entitled to take the following measures in addition to the rights and remedial measures under the relevant laws and administrative regulations:

(I) Require the director, supervisor, general manager or other senior officers to compensate the Company for the losses arising from their negligence;

(II) Rescind the contracts or transactions concluded between the Company and the directors, supervisors, general manager and other senior officers of the Company, and between the Company and a third person (if the third person knows or is supposed to know that the directors, supervisors, general manager and other senior officers representing the Company have breached their obligations to the Company);

(III) Require the relevant directors, supervisors, general manager and other senior officers to surrender interests earned from monies payable to the Company. | Article 16652 If the director, supervisor, the general manager or other senior officers violate the obligations to the Company, the Company shall be entitled to take the following measures in addition to the rights and remedial measures under the relevant laws and administrative regulations:

(I) Require the director, supervisor, general manager or other senior officers to compensate the Company for the losses arising from their negligence;

(III) Require the relevant directors, supervisors, general manager and other senior officers to surrender interests earned from monies payable to the Company. | Abolishment of the Board of Supervisors |

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No.	Original Articles	Amended Articles	Basis of amendment
	(IV) Recover any fund received by the director, supervisor, general manager and other senior officers which shall have been otherwise received by the Company, including (but not limited to) commissions;

(V) Demand repayment of the interest earned or which may have been earned by the director, supervisor, general manager and other senior officers on the funds that shall have been paid to the Company. | (IV) Recover any fund received by the director, supervisor, general manager and other senior officers which shall have been otherwise received by the Company, including (but not limited to) commissions;

(V) Demand repayment of the interest earned or which may have been earned by the director, supervisor, general manager and other senior officers on the funds that shall have been paid to the Company. | |
| 110 | Article 169 The Board of Directors of the Company shall, at each annual Shareholders’ General Meeting, submit the financial report that shall be prepared by the Company subject to relevant laws, regulations and normative documents published by local governments and sponsoring authorities to the shareholders.

The financial report as said in the preceding paragraph shall include the report of the Board of Directors together with the balance sheet (including various documents that shall be attached as specified by the laws or administrative regulations of China and other regions), the income statement (profit statement), the statement of income and expenditure (cash flow statement) or the financial summary report approved by the Hong Kong Exchanges and Clearing Limited (provided that it doesn’t violate related laws of China). | Article 16955 The Board of Directors of the Company shall, at each annual Shareholders’ General Meeting, submit the financial report that shall be prepared by the Company subject to relevant laws, regulations and normative documents published by local governments and sponsoring authorities to the shareholders.

The financial report as said in the preceding paragraph shall include the report of the Board of Directors together with the balance sheet (including various documents that shall be attached as specified by the laws or administrative regulations of China and other regions), the income statement (profit statement), the statement of income and expenditure (cash flow statement) or the financial summary report approved by the Hong Kong Exchanges and Clearing Limited (provided that it doesn’t violate related laws of China). | Revising the term “shareholders’ meeting (股東會)” |

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No.	Original Articles	Amended Articles	Basis of amendment
	The financial report of the Company shall be kept in the Company to be inquired about by the shareholders at least 20 days before the annual Shareholders’ General Meeting is held. Each shareholder of the Company shall have the right to obtain the financial report mentioned in this chapter.

Unless otherwise specified by these Articles of Association, the Company shall deliver the duplicate of the aforesaid financial report or the report of the Board of Directors together with the balance sheet (including every document that shall be attached to the balance sheet pursuant to laws) and the income statement or profit statement or post them in the mails with the postage paid to each holder of the overseas listed shares at least 21 days before the annual Shareholders’ General Meeting is held, and the addresses of the recipients shall be subject to the registration in the list of shareholders. Nevertheless, the notice can be delivered to the holders of overseas listed shares by publishing on the Company’s website, the website of Hong Kong Exchanges and Clearing Limited and other websites stipulated by the Hong Kong Listing Rules from time to time, provided that the delivery complies with the requirements of laws, administrative regulations and requirements of the securities regulators in the stock listing region of the Company. | The financial report of the Company shall be kept in the Company to be inquired about by the shareholders at least 20 days before the annual Shareholders’ General Meeting is held. Each shareholder of the Company shall have the right to obtain the financial report mentioned in this chapter.

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No.	Original Articles	Amended Articles	Basis of amendment
111	Article 174 The Company shall, when distributing the post-tax profit of an accounting year, accrue 10% of the profit to list it in the legal reserve of the Company. The Company may not further accrue the legal reserve when its accumulative amount exceeds 50% of the registered capital of the Company.

Where the legal reserve of the Company doesn't suffice to cover the loss in the previous years, the Company shall recover the loss with the annual profit before accruing the legal reserve in accordance with the preceding paragraph.

After accruing the legal reserve out of the post-tax profit, the Company can also accrue the discretionary reserve out of the post-tax profit after the Shareholders' General Meeting makes a resolution.

The post-tax profit left after the loss recovery and accrual of the reserves shall be distributed in proportion according to the shareholding proportions of the shareholders, unless otherwise specified under these Articles of Association.

If the Shareholders' General Meeting violates the preceding section by distributing the profit to the shareholders before the loss recovery and accrual of the legal reserve, the shareholders shall return the profit distributed in violation of the law to the Company.

The shares of the Company held by the Company shall be excluded from the profit distribution. | Article 17460 The Company shall, when distributing the post-tax profit of an accounting year, accrue 10% of the profit to list it in the legal reserve of the Company. The Company may not further accrue the legal reserve when its accumulative amount exceeds 50% of the registered capital of the Company.

If the Shareholders' General Mmeeting violates the preceding section by distributing the profit to the shareholders before the loss recovery and accrual of the legal reserve, -distributes profits to shareholders in violation of the Company Law, the shareholders shall return the profit distributed in violation of the law to the Company.

The shares of the Company held by the Company shall be excluded from the profit distribution. | Article 155 of the Guidelines for the Articles of Association |

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No.	Original Articles	Amended Articles	Basis of amendment
112	Article 175 Surplus reserves of the Company shall be used for loss recovery, business expansion or registered capital replenishment of the Company. When using the surplus reserves to cover the loss of the Company, the discretionary reserve and legal reserve shall be used first; if the loss still cannot be covered, the capital reserve can be used in accordance with laws and regulations.

When the legal reserve is converted into the registered capital, the remaining amount of such reserve shall not be less than 25% of the registered capital of the Company before the conversion. | Article 17561 Surplus reserves of the Company shall be used for loss recovery, business expansion or registered capital replenishment of the Company. When using the surplus reserves to cover the loss of the Company, the discretionary reserve and legal reserve shall be used first; if the loss still cannot be covered, the capital reserve can be used in accordance with laws and regulations. Where the Company still incurs losses, it may reduce its registered capital to make up for the losses. If the registered capital is reduced to make up for losses, the Company shall not make distribution to its shareholders, nor exempt the shareholders from their obligation to make capital contribution or calls on share.

If the registered capital is reduced in accordance with the preceding paragraph, the provisions of paragraph 2 of Article 180 of the Articles of Association shall not apply, provided that an announcement shall be made on a newspaper or on the National Enterprise Credit Information Publicity System within 30 days from the date of the resolution of a shareholders’ meeting approving the reduction in registered capital.

After reducing its registered capital in accordance with the preceding two paragraphs, the Company shall not distribute profits until the accumulated amounts of its statutory reserve and discretionary reserve reach 50% of its registered capital. | Articles 158 and 184 of the Guidelines for the Articles of Association |

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No.	Original Articles	Amended Articles	Basis of amendment
		When the legal reserve is converted into the registered capital, the remaining amount of such reserve shall not be less than 25% of the registered capital of the Company before the conversion.
113	Article 176 After the Shareholders’ General Meeting makes a resolution on the profit distribution plan, the Board of Directors of the Company shall complete the distribution of the dividend (or shares) within 2 months after the holding of the Shareholders’ General Meeting.	Article 17662 After the Shareholders’ General Meeting makes a resolution on the profit distribution plan, the Board of Directors of the Company shall complete the distribution of the dividend (or shares) within 2 months after the holding of the Shareholders’ General Meeting.	Revising the term “shareholders’ meeting (股東會)”
114	Article 180 The decision to engage an accounting firm shall be made by the Shareholders’ General Meeting, and the Board of Directors shall not decide to appoint an accounting firm before the Shareholders’ General Meeting makes the decision. The term of the accounting firm appointed by the Company shall range from the ending of the current annual meeting of shareholders of the Company to the ending of next annual meeting of shareholders.	Article 18066 The decision to engage and dismiss an accounting firm shall be submitted to the Board for consideration with consent of more than half of all members of the Audit Committee and shall be made by the Shareholders’ General Meeting, and the Board of Directors shall not decide to appoint an accounting firm before the Shareholders’ General Meeting makes the decision. The term of the accounting firm appointed by the Company shall range from the ending of the current annual shareholders’ meeting of shareholders of the Company to the ending of next annual shareholders’ meeting of shareholders.	Article 135 of the Guidelines for the Articles of Association
115	Article 182 The remuneration of the accounting firm shall be determined by the Shareholders’ General Meeting.	Article 18268 The remuneration of the accounting firm shall be determined by the Shareholders’ General Meeting.	Revising the term “shareholders’ meeting (股東會)”

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No.	Original Articles	Amended Articles	Basis of amendment
116	Article 183 When deciding to dismiss or no longer extend the engagement of the accounting firm, the Bank shall notify the accounting firm 30 days in advance. When the Shareholders’ General Meeting of the Bank votes on the decision to dismiss the accounting firm, the accounting firm shall be allowed to state its opinions.

When the accounting firm asks to resign from the position, the accounting firm shall state to the Shareholders’ General Meeting whether the Company has had any improper causes or events. | Article 18369 When deciding to dismiss or no longer extend the engagement of the accounting firm, the Bank shall notify the accounting firm 30 days in advance. When the Shareholders’ General Meeting of the Bank votes on the decision to dismiss the accounting firm, the accounting firm shall be allowed to state its opinions.

When the accounting firm asks to resign from the position, the accounting firm shall state to the Shareholders’ General Meeting whether the Company has had any improper causes or events. | Revising the term “shareholders’ meeting (股東會)” |
| 117 | Article 184 Notices of the Company (including without limitation to notices on meetings of the Shareholders’ General Meeting, the Board of Directors and the Board of Supervisors) shall be sent in the following manners:

(I) Send by courier;

(II) Send by fax;

(III) Send by mail;

(IV) Send by email;

(V) Send by publishing an announcement;

(VI) Do it by publishing an announcement on newspapers and other designated media; | Article 18470 Notices of the Company (including without limitation to notices on meetings of the Shareholders’ General Meeting, the Board of Directors and the Board of Supervisors) shall be sent in the following manners:

(I) Send by courier;

(II) Send by fax;

(III) Send by mail;

(IV) Send by email;

(V) Send by publishing an announcement;

(VI) Do it by publishing an announcement on newspapers and other designated media; | Article 170 of the Guidelines for the Articles of Association |

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No.	Original Articles	Amended Articles	Basis of amendment
	(VII) The Company can take the form of announcement on the website of the Company and the website designated by the stock exchange in the stock listing region of the Company to the extent allowed by laws, administrative regulations, industrial provisions and normative documents;	(VII) The Company can take the form of announcement on the website of the Company and the website designated by the stock exchange in the stock listing region of the Company to the extent allowed by laws, administrative regulations, industrial provisions and normative documents;
	(VIII) Other forms recognized by the securities regulator in the stock listing region of the Company or specified by these Articles of Association.	(VIII) Other forms recognized by the securities regulator in the stock listing region of the Company or specified by these Articles of Association.
	These Articles of Association don’t forbid the notice sent to a shareholder with the registered address out of Hong Kong.	These Articles of Association don’t forbid the notice sent to a shareholder with the registered address out of Hong Kong.
	A notice given by the Company through public announcement shall be deemed to have been received by all intended recipients upon announcement. The provisions of the securities regulators in the stock listing region of the Company, if specifying otherwise, shall prevail.	A notice given by the Company through public announcement shall be deemed to have been received by all intended recipients upon announcement. The provisions of the securities regulators in the stock listing region of the Company, if specifying otherwise, shall prevail.

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COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	Even if these Articles of Association otherwise specify the publishing or notification method for any document, notice or other company correspondence, the Company can opt to publish the company correspondence in the notification method stipulated in item (VII), paragraph 1 of this article, rather than delivering written documents by courier or mails with the prepaid postage to every holder of overseas listed shares, to the extent allowed by relevant provisions of the securities regulators in the stock listing region of the Company. The aforesaid company correspondence means any document sent or to be sent for the shareholders to serve as reference or take any action, and includes but is not limited to the annual report (including annual financial report), interim report (including interim financial report), report of the Board of Directors (together with the balance sheet and the income statement), notice of the Shareholders’ General Meeting, circular and any other correspondence document.

If the Company is authorized to send notices in the form of advertisement, such advertisement can be published on newspapers, and these Articles of Association don’t forbid the notice sent to a shareholder with the registered address out of Hong Kong. | Even if these Articles of Association otherwise specify the publishing or notification method for any document, notice or other company correspondence, the Company can opt to publish the company correspondence in the notification method stipulated in item (VII), paragraph 1 of this article, rather than delivering written documents by courier or mails with the prepaid postage to every holder of overseas listed shares, to the extent allowed by relevant provisions of the securities regulators in the stock listing region of the Company. The aforesaid company correspondence means any document sent or to be sent for the shareholders to serve as reference or take any action, and includes but is not limited to the annual report (including annual financial report), interim report (including interim financial report), report of the Board of Directors (together with the balance sheet and the income statement), notice of the Shareholders’ General Meeting, circular and any other correspondence document.

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
118	Article 190 In the case of any merger to which the Company is a party, the Company shall enter into a merger agreement and prepare the balance sheet and the property list. The Company shall notify its creditors of merger within 10 days after such resolution is adopted and make a public announcement on a newspaper within 30 days. The creditors shall have the right to require the Company liquidate the debts or offer the corresponding guarantee for debt service within 30 days after receipt of the notice or within 45 days if they don't receive the notice.	Article 19076 In the case of any merger to which the Company is a party, the Company shall enter into a merger agreement and prepare the balance sheet and the property list. The Company shall notify its creditors of merger within 10 days after such resolution is adopted and make a public announcement on a newspaper or on the National Enterprise Credit Information Publicity System within 30 days. The creditors shall have the right to require the Company liquidate the debts or offer the corresponding guarantee for debt service within 30 days after receipt of the notice or within 45 days if they don't receive the notice.	Article 179 of the Guidelines for the Articles of Association
119	Article 192 When the Company is separated, its property shall be correspondingly separated.
In the case of consolidation, relevant parties to the consolidation shall sign a consolidation agreement, and prepare the balance sheet and the property list. The Company shall notify its creditors of merger within 10 days after such resolution is adopted and make a public announcement on a newspaper within 30 days.	Article 19278 When the Company is separated, its property shall be correspondingly separated.
In the case of consolidation, relevant parties to the consolidation shall sign a consolidation agreement, and prepare the balance sheet and the property list. The Company shall notify its creditors of merger within 10 days after such resolution is adopted and make a public announcement on a newspaper or on the National Enterprise Credit Information Publicity System within 30 days.	Article 181 of the Guidelines for the Articles of Association

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
120	Article 194 The Company shall compile the balance sheet and the property list when reducing the registered capital.

The Company shall notify its creditors of registered capital reduction within 10 days after such decision is made and make a public announcement on a newspaper within 30 days. The creditors shall have the right to require the Company liquidate the debts or offer the corresponding guarantee for debt service within 30 days after receipt of the notice or within 45 days if they don't receive the notice. | Article 19480 The Company shall compile the balance sheet and the property list when reducing the registered capital.

The Company shall notify its creditors of registered capital reduction within 10 days after such decision is made and make a public announcement on a newspaper or on the National Enterprise Credit Information Publicity System within 30 days. The creditors shall have the right to require the Company liquidate the debts or offer the corresponding guarantee for debt service within 30 days after receipt of the notice or within 45 days if they don't receive the notice.

Where the Company reduces its registered capital, it shall reduce the shares in proportion to the shareholders' shareholdings, unless otherwise resolved by a shareholders' meeting.

Where the registered capital is reduced in violation of the Company Law or these Articles of Association, shareholders shall return the funds they have received and the reduced capital contribution of the shareholders shall be restored to its original amount; in case of losses caused to the Company, the shareholders and the responsible directors and senior officers shall be held liable for compensation. | Articles 183 and 185 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
121	Article 196 The Company is dissolved for the following causes:
(I) The operating term specified in these Articles of Association expires and other dissolution causes specified in these Articles of Association occur;
(II) The Shareholders’ General Meeting resolves to dissolve the Company;
(III) When dissolution is necessary due to merger or division of the Company;
(IV) Deprived of the business license, or ordered to close down or be dissolved;
(V) The shareholders holding more than 10% of the voting rights of the Company may request the court dissolve the Company, when the Company suffers serious difficulty in business and operation, its further existence will seriously harm the interests of the shareholders, and other ways have been exhausted.
(VI) Other circumstances under which the Company should be dissolved as stipulated by laws and regulations.	Article 19682 The Company is dissolved for the following causes:
(I) The operating term specified in these Articles of Association expires and other dissolution causes specified in these Articles of Association occur;
(II) The Shareholders’ General Meeting resolves to dissolve the Company;
(III) When dissolution is necessary due to merger or division of the Company;
(IV) Deprived of the business license, or ordered to close down or be dissolved;
(V) The shareholders holding more than 10% of the voting rights of the Company may request the court dissolve the Company, when the Company suffers serious difficulty in business and operation, its further existence will seriously harm the interests of the shareholders, and other ways have been exhausted.
(VI) Other circumstances under which the Company should be dissolved as stipulated by laws and regulations.

If any of the circumstances as mentioned in the preceding paragraph arises, the Company shall disclose the reasons for dissolution on the National Enterprise Credit Information Publicity System within ten days. | Article 188 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
122	Article 197 When the situation stated in item (I) of the preceding article is true, the Company can exist by amending these Articles of Association.

When these Articles of Association are revised pursuant to the preceding sentence, the decision shall be adopted by the shareholders representing at least 2/3 of the voting rights at the Shareholders’ General Meeting. | Article 19783 When the situation stated in items (I) and (II) of the preceding article is true, the Company can exist by amending these Articles of Association or with approval of the shareholders’ meeting.

When these Articles of Association are revised pursuant to the preceding sentence paragraph or with approval by the shareholders’ meeting, the decision shall be adopted by the shareholders representing at least 2/3 of the voting rights at the Shareholders’ General Meeting. | Article 189 of the Guidelines for the Articles of Association |
| 123 | Article 198 The Company shall establish the liquidation group to start the liquidation within 15 days after the dissolution event occurs, if the Company is dissolved due to items (I), (II), (IV) and (V) of Article 196 of these Articles of Association. The liquidation group shall be composed of directors or other persons determined by the Shareholders’ General Meeting. Where the liquidation group is not established within the aforesaid period, the creditors can request the people’s court to designate related people to form a liquidation group for liquidation. | Article 19884 The Company shall establish the liquidation group to start the liquidation within 15 days after the dissolution event occurs be liquidated if the Company is dissolved due to items (I), (II), (IV) and (V) of Article 19682 of these Articles of Association. The Directors shall be the liquidation obligors, and a liquidation team shall be formed within 15 days from the occurrence of the events of dissolution, to proceed with the liquidation. The liquidation group team shall be composed of directors or other persons determined by the Shareholders’ General Meeting. | Article 190 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
		Where the Company shall be liquidated in accordance with the provisions of the preceding paragraph, while the liquidation group team is not established within the aforesaid period or the liquidation team fails to proceed with the liquidation after establishment, the creditors interested parties can request the people's court to designate related people to form a liquidation group team for liquidation.

If a liquidation obligor fails to perform his/her liquidation obligations in a timely manner, thereby causing losses to the Company or the creditors, such liquidation obligor shall be held liable for compensation. | |
| 124 | Article 199 The liquidation team shall exercise the following functions and powers during the liquidation period:

(I) To clear up the assets of the Company and prepare the balance sheet and the schedule of property, respectively;

(II) To notify the creditors through notices and public announcements;

(III) To handle the outstanding business of the Company in connection with liquidation; | Article 199 & 5 The liquidation team shall exercise the following functions and powers during the liquidation period:

(I) To clear up the assets of the Company and prepare the balance sheet and the schedule of property, respectively;

(II) To notify the creditors through notices and public announcements;

(III) To handle the outstanding business of the Company in connection with liquidation; | Article 191 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
	(IV) To settle the tax arrears and the taxes arising from the liquidation process;

(V) To settle claims and debts;

(VI) To dispose of the remaining property of the Company after full payment of debts;

(VII) To participate in civil litigation on behalf of the Company. | (IV) To settle the tax arrears and the taxes arising from the liquidation process;

(V) To settle claims and debts;

(VI) To distributed dispose of the remaining property of the Company after full payment of debts;

(VII) To participate in civil litigation on behalf of the Company. | |
| 125 | Article 200 The liquidation team shall inform the creditors within 10 days after establishment, and make an announcement on the newspaper within 60 days. The creditors shall declare their credits to the liquidation group within 30 days after receipt of the notice, or within 45 days after the date of the announcement, if they don’t receive the notice.

The creditors shall, while declaring their claims, state particulars of their claims and provide supporting documents. The liquidation group shall register the credits.

During the declaration of credit, the liquidation group shall not perform the liquidation to the creditors. | Article 200186 The liquidation team shall inform the creditors within 10 days after establishment, and make an announcement on the newspaper or on the National Enterprise Credit Information Publicity System within 60 days. The creditors shall declare their credits to the liquidation group team within 30 days after receipt of the notice, or within 45 days after the date of the announcement, if they don’t receive the notice.

The creditors shall, while declaring their claims, state particulars of their claims and provide supporting documents. The liquidation group team shall register the credits.

During the declaration of credit, the liquidation group team shall not perform the liquidation to the creditors. | Article 192 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
126	Article 201 After disposing of the properties of the Company and preparing the balance sheet and the property list, the liquidation team shall formulate the liquidation plan, and submit it to the Shareholders’ General Meeting or relevant people’s court for confirmation.

All the properties of the Company shall be distributed according to the classes and proportions of the shares held by the shareholders of the Company after such properties are used to pay the liquidation expense, staff salaries, social insurance expenses, legal compensations, taxes in arrears and debts of the Company.

During the liquidation, the Company will exist, but shall not engage in any operating activity not related to the liquidation. The properties of the Company shall not be distributed to the shareholders before the liquidation set forth under the preceding paragraph. | Article 201187 After disposing of the properties of the Company and preparing the balance sheet and the property list, the liquidation team shall formulate the liquidation plan, and submit it to the Shareholders’ General Meeting or relevant people’s court for confirmation.

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
127	Article 202 If the Company is liquidated due to dissolution, the liquidation group shall immediately apply to declare bankruptcy to the people’s court according to laws when finding the property of the Company doesn’t suffice to liquidate the debts after disposing of the properties of the Company and preparing the balance sheet and the property list.

After the Company is declared bankrupt by the people’s court, the liquidation team shall hand over liquidation affairs to the people’s court. | Article 202188 If the Company is liquidated due to dissolution, the liquidation group team shall immediately apply to declare bankruptcy to the people’s court for bankruptcy liquidation according to laws when finding the property of the Company doesn’t suffice to liquidate the debts after disposing of the properties of the Company and preparing the balance sheet and the property list.

After the Company is declared bankrupt acceptance of the bankruptcy application by the people’s court, the liquidation team shall hand over liquidation affairs to bankruptcy administrator appointed by the people’s court. | Article 194 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
128	Article 204 Members of the liquidation team shall perform duties faithfully and discharge liquidation obligations in accordance with laws.

The liquidation team members shall not exploit their authority to accept bribes or other illegal income, and shall not misappropriate the property of the Company.

If any member of the liquidation team causes any loss to the Company or its creditors due to his/her intention or gross negligence, he/she shall be liable for compensation. | Article 204190 Members of the liquidation team shall perform duties faithfully and discharge liquidation obligations in accordance with law their duties of liquidation with faithful obligations and diligence obligations.

The liquidation team members shall not exploit their authority to accept bribes or other illegal income, and shall not misappropriate the property of the Company.

Members of the liquidation team shall bear the liability for damages suffered by the Company due to their negligence in performing the duties of liquidation; If any member of the liquidation team causes any loss to the Company or its creditors due to his/her intention or gross negligence, he/she shall be liable for compensation. | Article 196 of the Guidelines for the Articles of Association |

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
129	Article 207 These Articles of Association shall be amended if:
(I) These Articles of Association are in conflict with the revised Company Law, or relevant laws and administrative regulations;
(II) Any change has occurred to the Company’s conditions recorded in these Articles of Association; or
(III) The Shareholders’ General Meeting decides to revise these Articles of Association.	Article 207193 These Articles of Association shall be amended if:
(I) These Articles of Association are in conflict with the revised Company Law, or relevant laws and administrative regulations;
(II) Any change has occurred to the Company’s conditions recorded in these Articles of Association; or
(III) The Shareholders’ General Meeting decides to revise these Articles of Association.	Revising the term “shareholders’ meeting (股東會)”
	If the revision of these Articles of Association adopted by resolution of the Shareholders’ General Meeting should be examined and approved by the Competent Authority, they must be reported to the Competent Authority for approval. If the revision involves company registration affairs, the Company shall handle the change registration according to the law.	If the revision of these Articles of Association adopted by resolution of the Shareholders’ General Meeting should be examined and approved by the Competent Authority, they must be reported to the Competent Authority for approval. If the revision involves company registration affairs, the Company shall handle the change registration according to the law.
130	Article 208 Any amendment to these Articles of Association that has been adopted by resolution of the Shareholders’ General Meeting shall be submitted to the competent authority that approved these Articles of Association. Change registration formalities shall be handled if such amendment involves company registration.	Article 208194 Any amendment to these Articles of Association that has been adopted by resolution of the Shareholders’ General Meeting shall be submitted to the competent authority that approved these Articles of Association. Change registration formalities shall be handled if such amendment involves company registration.	Revising the term “shareholders’ meeting (股東會)”

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
131	Article 209 The Board of Directors shall amend these Articles of Association according to the resolution of the Shareholders’ General Meeting to amend these Articles of Association and the approval opinion of the relevant authority.	Article 209195 The Board of Directors shall amend these Articles of Association according to the resolution of the Shareholders’ General Meeting to amend these Articles of Association and the approval opinion of the relevant authority.	Revising the term “shareholders’ meeting (股東會)”
132	Article 211 Terms & Definitions
(I) “Actual controller” means a person who is not a shareholder of the Company but able to effectively controls activities of the Company through investment relations, agreements or other arrangements.
(II) The “related transaction” means the definition specified by the Hong Kong Listing Rules.
(III) The meaning of the used under these Articles of Association is the same as the “Auditor”.	Article 211197 Terms & Definitions
(I) “Actual controller” means a person who is not a shareholder of the Company but able to effectively controls activities of the Company through investment relations, agreements or other arrangements.
(II) The “related transaction” means the definition specified by the Hong Kong Listing Rules.
(III) The meaning of the used under these Articles of Association is the same as the “Auditor”.	Article 202 of the Guidelines for the Articles of Association
133	Article 216 The appendixes to these Articles of Association include the Working Rules of the Shareholders’ General Meeting, the Working Rules of the Board of Directors and the Working Rules of the Board of Supervisors.	Article 21602 The appendixes to these Articles of Association include the Working Rules of the Shareholders’ General Meeting, and the Working Rules of the Board of Directors and the Working Rules of the Board of Supervisors.	Article 207 of the Guidelines for the Articles of Association

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APPENDIX I

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE ARTICLES OF ASSOCIATION

No.	Original Articles	Amended Articles	Basis of amendment
134	Article 217 These Articles of Association shall take effect and be implemented as of the date on which these Articles of Association have been approved by the Shareholders’ General Meeting of the Company by way of a special resolution. The original Articles of Association of the Company shall be automatically invalidated as of the date when these Articles of Association take effect.	Article 21703 These Articles of Association shall take effect and be implemented as of the date on which these Articles of Association have been approved by the Shareholders’ General Meeting of the Company by way of a special resolution. The original Articles of Association of the Company shall be automatically invalidated as of the date when these Articles of Association take effect.	Revising the term “shareholders’ meeting (股東會)”

Notes:

(1) Since the above amendments involve adding or deleting articles and adjusting the serial numbers of the articles, the serial numbers involved in the relevant chapters, articles and cross-references of the Articles of Association shall also be adjusted accordingly.

(2) The proposed amendments to the Articles of Association are prepared in Chinese and the English version is therefore a translation only. In the event of any discrepancy between the English translation and the Chinese version of the Articles of Association, the Chinese version shall prevail.

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
1	Article 1 To safeguard the lawful interests of Huitongda Network Co., Ltd. (the “Company”) and its shareholders and creditors, as well as to regulate the organization and acts of the general meeting of the Company, these Rules of Procedure (the “Rules”) are formulated and enacted in accordance with “the Company Law of the People’s Republic of China” (the “Company Law”), “the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong” (the “Hong Kong Listing Rules”) and other laws, regulations, regulatory documents, and the Articles of Association of Huitongda Network Co., Ltd. (the “Articles of Association”).	Article 1 To safeguard the lawful interests of Huitongda Network Co., Ltd. (the “Company”) and its shareholders and creditors, as well as to regulate the organization and acts of the shareholders’ general meeting of the Company, these Rules of Procedure (the “Rules”) are formulated and enacted in accordance with “the Company Law of the People’s Republic of China” (the “Company Law”), “the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong” (the “Hong Kong Listing Rules”) and other laws, regulations, regulatory documents, and the Articles of Association of Huitongda Network Co., Ltd. (the “Articles of Association”).	Revising the term “shareholders’ meeting (股東會)”
2	Article 2 The General Meeting of Shareholders acts as the authoritative organization of the Company which, according to the laws, exercises the following power: (I) to decide the management policies and investment plans of the Company; (II) to elect and replace directors and supervisors who are not staff representatives, and to decide on matters relating to their remuneration; (III) to review and approve the reports of the Board; (IV) to review and approve the reports of the Board of Supervisors;	Article 2 The shareholders’ meeting General Meeting of Shareholders acts as the authoritative organization of the Company which, according to the laws, exercises the following power: (I) to decide the management policies and investment plans of the Company; (II) to elect and replace directors and supervisors who are not staff representatives, and to decide on matters relating to their remuneration; (III) to review and approve the reports of the Board; (IV) to review and approve the reports of the Board of Supervisors;	Article 46 of the Guidelines for the Articles of Association

APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	(V) to review and approve the annual financial budget plans and accounting plans of the Company;	(VIII) to review and approve the annual financial budget plans and accounting plans of the Company;
	(VI) to review and approve the profit distribution plan and loss recovery plan of the Company;	(VII) to review and approve the profit distribution plan and loss recovery plan of the Company;
	(VII) to make resolutions on the increase or reduction of the Company’s registered capital;	(VIII) to make resolutions on the increase or reduction of the Company’s registered capital;
	(VIII) to make resolutions on the issuance of corporate bonds or other securities and public listing plans;	(VIII) to make resolutions on the issuance of corporate bonds or other securities and public listing plans;
	(IX) to make resolutions on matters such as the merger, division, dissolution, liquidation or change in the organizational form of the Company;	(IXVII) to make resolutions on matters such as the merger, division, dissolution, liquidation or change in the organizational form of the Company;
	(X) to amend the Articles of Association;	(XVIII) to amend the Articles of Association;
	(XI) to make resolutions on the appointment or dismissal or non-renewal of engagement of accounting firms by the Company;	(XIX) to make resolutions on the appointment or dismissal—or—non-renewal of engagement of accounting firms by undertaking the audit work of the Company;
	(XII) to consider and approve the external guarantees of the Company that require the approval by the general meetings;	(XII) to consider and approve the external guarantees of the Company that require the approval by the shareholders’ general meetings;
	(XIII) to consider the Company’s purchase or disposal of major assets within one year of an aggregate value exceeding 30% of the latest audited total assets of the Company;	(XIII) to consider the Company’s purchase or disposal of major assets within one year of an aggregate value exceeding 30% of the latest audited total assets of the Company;

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	(XIV) to consider and approve material transactions and connected transactions which shall be submitted to the general meeting for consideration in accordance with laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed and the Articles of Association;

(XV) to review stock incentive plan and employee stock ownership plan;

(XVI) to consider proposals raised by shareholder(s), individually or collectively representing over 3% of the Company’s voting shares;

(XVII) to review and approve the change of use of proceeds;

(XVIII) to consider other matters that shall be decided by the general meeting according to the laws, administrative regulations, departmental rules, Hong Kong Listing Rules or the Articles of Association. | (XIVI) to consider and approve material transactions and connected transactions which shall be submitted to the shareholders’ general meeting for consideration in accordance with laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed and the Articles of Association;

(XVIII) to review stock incentive plan and employee stock ownership plan or the Company’s repurchase plan;

(XIVI) to consider proposals raised by shareholder(s), individually or collectively representing over 3%1% of the Company’s voting shares;

(XVII) to review and approve the change of use of proceeds;

(XVIII) to consider other matters that shall be decided by the shareholders’ general meeting according to the laws, administrative regulations, departmental rules, Hong Kong Listing Rules or the Articles of Association. | |
| 3 | Article 3 Under the condition of not breaching any laws and regulations and mandatory provisions of the relevant laws and regulations of the listing place, the general meeting may authorize or entrust the Board to handle the matters as authorized or entrusted. | Article 3 Under the condition of not breaching any laws and regulations and mandatory provisions of the relevant laws and regulations of the listing place, the shareholders’ general meeting may authorize or entrust the Board to handle the matters as authorized or entrusted. | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
4	Article 4 Unless the Company is in danger or under other special circumstances, the Company shall not, without the approval of general meeting by means of a special resolution, enter into agreements with persons other than directors, supervisors or senior officers granting that persons responsible for the management of all or part of the Company’s material business.	Article 4 Unless the Company is in danger or under other special circumstances, the Company shall not, without the approval of shareholders’ general meeting by means of a special resolution, enter into agreements with persons other than directors; supervisors or senior officers granting that persons responsible for the management of all or part of the Company’s material business.	Revising the term “shareholders’ meeting (股東會)”
5	Article 5 The following external guarantees of the Company shall be reviewed and passed by the general meeting (except the guarantees provided by the Company for its holding subsidiary):

(I) any guarantee provided after the total amount of the external guarantees provided by the Company and its majority owned subsidiaries reaches or exceeds 50% of the audited net assets for the latest period;

(II) any guarantee provided after the total amount of the external guarantees provided by the Company reaches or exceeds 30% of the audited total assets for the latest period;

(III) the guarantee made to a party whose ratio of assets and liabilities (gearing ratio) exceeding 70%;

(IV) any single guarantee with the amount exceeding 10% of the audited net assets for the latest period; | Article 5 The following external guarantees of the Company shall be reviewed and passed by the shareholders’ general meeting (except the guarantees provided by the Company for its holding subsidiary):

(II) any guarantee provided after the total amount of the external guarantees provided by the Company reaches or exceeds 30% of the audited total assets for the latest period;

(III) any guarantee provided by the Company to any person with an amount exceeding 30% of the Company’s latest audited total assets within one year;

(III-V) the guarantee made to a party whose ratio of assets and liabilities (gearing ratio) exceeding 70%;

(IV) any single guarantee with the amount exceeding 10% of the audited net assets for the latest period; | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	(V) any guarantee whose amount exceeds 30% of the Company’s latest audited total assets within 12 consecutive months;	(V) any guarantee whose amount exceeds 30% of the Company’s latest audited total assets within 12 consecutive months;
	(VI) any guarantee whose amount exceeds 50% of the Company’s latest audited total assets and the absolute amount exceeds RMB30 million within 12 consecutive months;	(VI) any guarantee whose amount exceeds 50% of the Company’s latest audited total assets and the absolute amount exceeds RMB30 million within 12 consecutive months;
	(VII) any guarantee provided to the shareholders, actual controller and its related parties;	(VII) any guarantee provided to the shareholders, actual controller and its related parties;
	(VIII) any other guarantee circumstance provided in the laws, regulations, normative documents, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.	(VIII) any other guarantee circumstance provided in the laws, regulations, normative documents, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.
	The guarantees as mentioned in item (V) above submitted to the general meeting for consideration shall be passed with two-thirds of the votes held by the shareholders attending the meeting.	The guarantees as mentioned in item (VIII) above submitted to the shareholders’ general meeting for consideration shall be passed with two-thirds of the votes held by the shareholders attending the meeting.
	When the proposal for providing a guarantee to a shareholder, actual controller and its related parties is reviewed by the general meeting, the shareholder or the shareholders controlled by the actual controller shall not participate in the voting, and this proposal shall be considered and passed by other shareholders present at the meeting.	When the proposal for providing a guarantee to a shareholder, actual controller and its related parties is reviewed by the shareholders’ general meeting, the shareholder or the shareholders controlled by the actual controller shall not participate in the voting, and this proposal shall be considered and passed by other shareholders present at the meeting.

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
6	Article 6 If a transaction of the Company, including the acquisition or sale of assets, the grant, acceptance, transfer, exercise or termination of an option, the purchase or sale of assets or the subscription of securities, the conclusion or termination of finance leases which has a financial impact on the Company's balance sheet and/or profit and loss, the conclusion or termination of operating leases which has a significant impact on the Company's operations, foreign investment, and the conclusion of any arrangement or agreement involving the establishment of a joint venture entity (the above transactions exclude the purchase of raw materials, fuel and power, and the sale of products, commodities and other assets related to daily operations, but the purchase or sale of such assets involved in a series of transactions is still included), meets one of the following standards, in addition to being subject to review and approval by the Board of Directors, it shall also be submitted to the general meeting for review and approval:

(I) Where the total assets involved in the transaction account for more than 25% of the total assets of the Company, or the transaction amount (including the debts and expenses assumed) accounts for more than 25% of the market value of the Company and the transaction amount is different from the fair value, whichever is higher shall be taken as the calculation data; | Article 6 If a transaction of the Company, including the acquisition or sale of assets, the grant, acceptance, transfer, exercise or termination of an option, the purchase or sale of assets or the subscription of securities, the conclusion or termination of finance leases which has a financial impact on the Company's balance sheet and/or profit and loss, the conclusion or termination of operating leases which has a significant impact on the Company's operations, foreign investment, and the conclusion of any arrangement or agreement involving the establishment of a joint venture entity (the above transactions exclude the purchase of raw materials, fuel and power, and the sale of products, commodities and other assets related to daily operations, but the purchase or sale of such assets involved in a series of transactions is still included), meets one of the following standards, in addition to being subject to review and approval by the Board of Directors, it shall also be submitted to the shareholders' general meeting for review and approval:

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	(II) The operating income of the transaction object accounts for more than 25% of the operating income of the Company;

(III) The net profit of the transaction object accounts for more than 25% of the net profit of the Company.

If the data involved in the calculation of the above indicators is negative, the absolute value of the data shall be used. The same type of transactions related to the transaction object of the Company within 12 months shall be submitted to the competent authorities for consideration based on the principle of accumulative calculation.

Transactions between the Company and its controlling subsidiaries within the scope of the consolidated statements or between the controlling subsidiaries shall be exempted from consideration in accordance with the provisions of this section, unless otherwise stipulated or detrimental to the lawful rights and interests of shareholders. | (II) The operating income of the transaction object accounts for more than 25% of the operating income of the Company;

(III) The net profit of the transaction object accounts for more than 25% of the net profit of the Company.

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
7	Article 7 The general meetings shall be divided into the annual general meetings and the extraordinary general meetings. The annual general meeting shall be convened once a year, and shall be held within six months after the prior accounting year ends.

The Board shall convene an extraordinary general meeting within two months under any of the following circumstances:

(I) when the number of directors is less than the number specified in the Company Law or two-thirds of the number required by the Articles of Association;

(II) when the uncovered loss of the Company reaches one-third of the total paid-in share capital of the Company;

(III) at the request of shareholders who individually or collectively hold more than 10% of the Company’s issued voting shares;

(IV) when the Board considers it necessary;

(V) when the Board of Supervisors proposes such a meeting be held;

(VI) as proposed by independent director(s); | Article 7 The shareholders’ general meetings shall be divided into the annual shareholders’ general meetings and the extraordinary shareholders’ general meetings. The annual shareholders’ general meeting shall be convened once a year, and shall be held within six months after the prior accounting year ends.

The BoardCompany shall convene an extraordinary shareholders’ general meeting within two months under any of the following circumstances:

(I) when the number of directors is less than the number specified in the Company Law or two-thirds of the number required by the Articles of Association;

(II) when the uncovered loss of the Company reaches one-third of the total paid-in share capital of the Company;

(III) at the request of shareholders who individually or collectively hold more than 10% of the Company’s issued voting shares;

(IV) when the Board considers it necessary;

(V) when the Board of SupervisorsAudit Committee proposes such a meeting be held;

(VI) as proposed by independent director(s) when the independent directors propose such a meeting be held; | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	(VII) any other circumstance required by the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.

The number of shares held under item (III) above shall be calculated from the date of such shareholder’s written request. | (VII) any other circumstance required by the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company’s shares are listed and the Articles of Association.

The number of shares held under item (III) above shall be calculated from the date of such shareholder’s written request. | |
| 8 | Chapter III Convening of the General Meeting | Chapter III Convening of the Shareholders’ General Meeting | Revising the term “shareholders’ meeting (股東會)” |
| 9 | Article 8 The general meeting shall be convened by the Board, the chairman of which shall also act as the chairman of the meeting; when the chairman of the Board is unable or fails to perform his/her duties, the Board can designate a director of the Company to convene the meeting on his/her behalf and act as the chairman of the meeting; when the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy) shall serve as the chairman of meeting. | Article 8 The shareholders’ general meeting shall be convened by the Board, the chairman of which shall also act as the chairman of the meeting; when the chairman of the Board is unable or fails to perform his/her duties, the Board can designate a director of the Company to convene the meeting on his/her behalf and act as the chairman of the meeting; when the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy) shall serve as the chairman of meeting. | Revising the term “shareholders’ meeting (股東會)”

Articles 53 and 54 of the Guidelines for the Articles of Association |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
		If the Board is unable to perform or does not perform the duty of convening a shareholders’ meeting, the Audit Committee of the Company shall convene and preside over the meeting; if the Audit Committee does not convene and preside over the meeting, shareholders who individually or collectively hold more than ten percent of the shares of the Company for more than ninety consecutive days may convene and preside over the meeting themselves.

If the shareholders who individually or collectively hold more than ten percent of the shares of the Company request to convene an extraordinary shareholders’ meeting, the Board and the Audit Committee shall decide whether to convene the extraordinary shareholders’ meeting or not within ten days upon receipt of the request, and reply in writing to the shareholders. | |
| 10 | Article 9 The meeting chairman is responsible for deciding whether to pass the resolution at the general meeting. His decision shall be final, and declared at the meeting and recorded into the meeting minutes. | Article 9 The meeting chairman is responsible for deciding whether to pass the resolution at the shareholders’ general meeting. His/her decision shall be final, and declared at the meeting and recorded into the meeting minutes. | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
11	Article 10 If the Board is unable to perform or does not perform the duty of convening a general meeting, the Board of Supervisors of the Company shall convene and preside over the meeting; if the Board of Supervisors does not convene and preside over the meeting, shareholders who individually or collectively hold more than ten percent of the shares of the Company for more than ninety consecutive days may convene and preside over the meeting themselves.	Delete	Abolishment of the Board of Supervisors
12	Article 11 The independent directors have the right to propose to the Board to convene an extraordinary general meeting. For the proposal of independent directors of convening an extraordinary general meeting, the Board shall, in accordance with the provisions of laws, administrative regulations, Hong Kong Listing Rules and the Articles of Association, submit written feedback on whether to agree or disagree to convene the extraordinary general meeting within ten days upon receipt of the proposal.

If the securities regulatory authorities at the place where the Company’s shares are listed stipulate otherwise, the relevant provisions shall prevail. | Article 110 Subject to the consent of more than half of all the independent directors. The independent directors have the right to propose to the Board to convene an extraordinary shareholders’ general meeting. For the proposal of independent directors of convening an extraordinary shareholders’ general meeting, the Board shall, in accordance with the provisions of laws, administrative regulations, the Hong Kong Listing Rules and the Articles of Association, submit written feedback on whether to agree or disagree to convene the extraordinary shareholders’ general meeting within ten days upon receipt of the proposal.

When the Board agrees to convene an extraordinary shareholders’ general meeting, the Board shall, within five days after the Board resolution is made, issue a notice calling for the meeting. If the Board does not agree to convene such a meeting, the reasons shall be stated and announced.

If the securities regulatory authorities at the place where the Company’s shares are listed stipulate otherwise, the relevant provisions shall prevail. | Article 52 of the Guidelines for the Articles of Association |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
13	Article 12 The Board of Supervisors is entitled to propose to the Board of Directors to convene the extraordinary general meeting, provided that the proposal shall be made in written form. The Board shall, pursuant to relevant laws, administrative regulations, Hong Kong Listing Rules and Articles of Association, give a written reply on whether to agree or disagree to convene the extraordinary general meeting within 10 days after receipt of the proposal.

When the Board does not agree to convene an extraordinary general meeting or does not provide written feedback within ten days upon receipt of the proposal, the Board shall be considered to be unable or fail to perform the duty of convening an extraordinary general meeting. The Board of Supervisors can convene and preside over the meeting on its own. | Article 121 The Board of SupervisorsAudit Committee is entitled to propose to the Board of Directors to convene the extraordinary shareholders' general meeting, provided that the proposal shall be made in written form. The Board shall, pursuant to relevant laws, administrative regulations, the Hong Kong Listing Rules and the Articles of Association, give a written reply feedback on whether to agree or disagree to convene the extraordinary shareholders' general meeting within 10 days after receipt of the proposal.

When the Board agrees to convene an extraordinary shareholders' general meeting, the Board shall, within five days after the Board resolution is made, issue a notice calling for the meeting. Changes in the original proposal in the notice shall be subject to the approval of the Board of Supervisors Audit Committee.

When the Board does not agree to convene an extraordinary shareholders' general meeting or does not provide written feedback within ten days upon receipt of the proposal, the Board shall be considered to be unable or fail to perform the duty of convening an extraordinary shareholders' general meeting. The Board of Supervisors Audit Committee can convene and preside over the meeting on its own. | Article 53 of the Guidelines for the Articles of Association |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
14	Article 13 Shareholder(s) individually or jointly holding a total of more than 10% shares of the Company may sign one or more written requests of identical form and substance requesting the Board of Directors to convene an extraordinary general meeting and stating the subject of the meeting. The Board shall, pursuant to relevant laws, administrative regulations, the Hong Kong Listing Rules and the Articles of Association, give a written reply on whether to agree or disagree to convene the extraordinary general meeting within 10 days after receipt of the request.

If the Board does not agree to hold the extraordinary general meeting or fails to give a reply within 10 days after receipt of the request, shareholder(s) severally or jointly holding no less than 10% shares of the Company shall be entitled to propose and request in writing to the Board of Supervisors to convene an extraordinary general meeting. | Article 132 Shareholder(s) individually or jointly holding a total of more than 10% shares of the Company may sign one or more written requests of identical form and substance requesting the Board of Directors to convene an extraordinary shareholders’ general meeting and stating the subject of the meeting. The Board shall, pursuant to relevant laws, administrative regulations, the Hong Kong Listing Rules and the Articles of Association, give a written reply feedback on whether to agree or disagree to convene the extraordinary shareholders’ general meeting within 10 days after receipt of the request.

If the Board agrees to convene the extraordinary shareholders’ general meeting, it shall serve a notice of such meeting within five days after the resolution is made by the Board. In the event of any change to the original proposal, the consent of relevant shareholder(s) shall be obtained.

If the Board does not agree to hold the extraordinary shareholders’ general meeting or fails to give a reply feedback within 10 days after receipt of the request, shareholder(s) severally or jointly holding no less than 10% shares of the Company shall be entitled to propose and request in writing to the Board of Supervisors Audit Committee to convene an extraordinary shareholders’ general meeting. | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	If the Board of Supervisors agrees to convene the extraordinary general meeting, it shall serve a notice of such meeting within 5 days after receipt of the said request. In the event of any change to the original proposal, the consent of relevant Shareholder(s) shall be obtained.

If the Board of Supervisors Audit Committee fails to give the notice of such a meeting within the specified time limit, it shall be deemed to have failed to convene or preside over the meeting, in which case, shareholders who individually or collectively hold more than ten percent of the shares of the Company for more than ninety consecutive days may convene and preside over the meeting themselves. | |
| 15 | Article 14 When the Board of Supervisors or the shareholders decide to convene a general meeting of shareholders by themselves, they shall notify the Board of Directors in writing and at the same time file the notice with the corresponding stock exchange where the Company’s shares are listed in accordance with applicable regulations.

Before an announcement on resolutions is made at the general meeting, the shareholding percentage of the convening shareholders shall not be less than 10%. | Article 143 When the Board of Supervisors Audit Committee or the shareholders decide to convene a shareholders’ general meeting of shareholders by themselves, they shall notify the Board of Directors in writing and at the same time file the notice with the corresponding stock exchange where the Company’s shares are listed in accordance with applicable regulations.

Before an announcement on resolutions is made at the shareholders’ general meeting, the shareholding percentage of the convening shareholders shall not be less than 10%. | Article 55 of the Guidelines for the Articles of Association |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
16	Article 15 The Board and the Board Secretary shall align with the general meeting convened by the Board of Supervisors or the shareholders on their own. The Board shall provide the register of shareholders as of the date of record. The register of shareholders obtained by the chairman shall not be used for any purposes other than holding the general meeting.	Article 154 The Board and the Board Secretary shall align with the shareholders’ general meeting convened by the Board of Supervisors Audit Committee or the shareholders on their own. The Board shall provide the register of shareholders as of the date of record. The register of shareholders obtained by the chairman shall not be used for any purposes other than holding the shareholders’ general meeting.	Revising the term “shareholders’ meeting (股東會)”, and abolishment of the Board of Supervisors
17	Article 16 If the Board of Supervisors or shareholders convene a meeting on their own, the Company shall bear the reasonable expenses incurred thereby and deduct the expenses from the amount owed by the Company to the delinquent directors.	Article 165 If the Board of Supervisors Audit Committee or shareholders convene a shareholders’ meeting on their own, the Company shall bear the reasonable expenses incurred thereby and deduct the expenses from the amount owed by the Company to the delinquent directors.	Article 57 of the Guidelines for the Articles of Association
18	Chapter IV Proposals and Notices of the General Meeting	Chapter IV Proposals and Notices of the Shareholders’ General Meeting	Revising the term “shareholders’ meeting (股東會)”
19	Article 17 The proposal contents shall fall into the terms of reference of the general meeting. There shall be definite topics and specific matters for resolution. The proposal shall comply with the relevant provisions of the laws, administrative regulations, Hong Kong Listing Rules and the Articles of Association. Where the Company convenes a general meeting, the Board, Board of Supervisors, and shareholder(s) individually or jointly holding more than 3% of the shares of the Company may make proposals to the Company.	Article 176 The proposal contents shall fall into the terms of reference of the shareholders’ general meeting. There shall be definite topics and specific matters for resolution. The proposal shall comply with the relevant provisions of the laws, administrative regulations, the Hong Kong Listing Rules and the Articles of Association. Where the Company convenes a shareholders’ general meeting, the Board, Board of Supervisors the Audit Committee, and shareholder(s) individually or jointly holding more than 3% 1% of the shares of the Company may make proposals to the Company.	Articles 58 and 59 of the Guidelines for the Articles of Association

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	The shareholders individually or jointly holding more than 3% of the shares of the Company may raise a temporary proposal and submit it to the chairman in writing 10 days before the general meeting is held. The chairman shall, within 2 days after the receipt of the proposal, issue a supplementary notice to inform other shareholders and submit the temporary proposal to the general meeting for consideration.

Save as specified above, the chairman shall not change the proposal set out in the notice of general meeting or add any new proposal after the said notice is served.

The general meeting shall not vote or pass resolutions on proposals not listed in the notice of the general meeting or resolutions not in conformity with the provisions of the Rules. | The shareholders individually or jointly holding more than 3%1% of the shares of the Company may raise a temporary proposal and submit it to the chairman in writing 10 days before the shareholders’ general meeting is held. The chairman shall, within 2 days after the receipt of the proposal, issue a supplementary notice to announce the content of the temporary proposal, inform other shareholders and submit the temporary proposal to the shareholders’ general meeting for consideration, except for those temporary proposals in violation of laws, administrative regulations or the provisions of the Articles of Association, or do not fall within the terms of reference of the shareholders’ meeting.

Save as specified above, the chairman shall not change the proposal set out in the notice of the shareholders’ general meeting or add any new proposal after the said notice is served.

The shareholders’ general meeting shall not vote or pass resolutions on proposals not listed in the notice of the shareholders’ general meeting or resolutions not in conformity with the provisions of the Rules. | |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
20	Article 18 A written notice of the annual general meeting shall be given at least 20 days prior to the meeting, and a written notice of the extraordinary general meeting shall be given at least 15 days prior to the meeting. If laws, regulations or the securities regulatory authorities where the Company's shares are listed provide otherwise, the relevant provisions shall prevail.

The general meeting shall not decide on matters not specified in the notice. | Article 187 A written notice of the annual shareholders’ general meeting shall be given at least 20 days prior to the meeting, and a written notice of the extraordinary shareholders’ general meeting shall be given at least 15 days prior to the meeting. If laws, regulations or the securities regulatory authorities where the Company's shares are listed provide otherwise, the relevant provisions shall prevail.

The shareholders’ general meeting shall not decide on matters not specified in the notice. | Revising the term “shareholders’ meeting (股東會)” |
| 21 | Article 19 A general meeting notice shall be made in writing and contain:

(I) the time, venue and duration of the meeting;

(II) the matters and proposals to be reviewed at the meeting;

(IV) the name and telephone number of the regular contact person for the meeting; | Article 198 A shareholders’ general meeting notice shall be made in writing and contain:

(I) the time, venue and duration of the meeting;

(II) the matters and proposals to be reviewed at the meeting;

(III) the textual explanation: all shareholders are entitled to attend the shareholders’ meeting and they may appoint a proxy to attend and vote at such meeting on their behalves and that such proxy need not be shareholders of the Company;

(IV) the name and telephone number of the regular contact person for the meeting; | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	(V) the information and explanations necessary for shareholders to make informed decisions on the matters discussed; this principle includes (but is not limited to) the requirement that when the Company intends to make a merger, repurchase shares, make capital restructuring or other reform, it shall provide the specific conditions and contracts (if any) of the proposed transaction, and make detailed explanations on the causes and consequences;	(V) the information and explanations necessary for shareholders to make informed decisions on the matters discussed; this principle includes (but is not limited to) the requirement that when the Company intends to make a merger, repurchase shares, make capital restructuring or other reform, it shall provide the specific conditions and contracts (if any) of the proposed transaction, and make detailed explanations on the causes and consequences;
	(VI) If any directors, supervisors, managers or other senior officers have a material interest in the matters to be discussed, the nature and extent of the interest shall be disclosed; if the influence of the matters to be discussed on the relevant director, supervisor, manager or other senior officer is different from the influence on other shareholders of the same class, the relevant difference shall be specified;	(VI) If any directors, supervisors, managers or other senior officers have a material interest in the matters to be discussed, the nature and extent of the interest shall be disclosed; if the influence of the matters to be discussed on the relevant director, supervisor, manager or other senior officer is different from the influence on other shareholders of the same class, the relevant difference shall be specified;
	(VII) full text of the special resolution proposed to pass at the meeting;	(VII) full text of the special resolution proposed to pass at the meeting;
	(VIII) the delivery time and place of the proxy form for voting;	(VIII) the delivery time and place of the proxy form for voting;
	(IX) the record date of the shareholders entitled to attend the general meeting;	(IX) the record date of the shareholders entitled to attend the shareholders' general meeting;
	(X) other requirements stipulated in the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company's shares are listed and the Articles of Association.	(X) other requirements stipulated in the laws, administrative regulations, departmental rules, regulatory rules of the place where the Company's shares are listed and the Articles of Association.

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	The notice and the supplementary notice of the general meeting shall contain those required by the Hong Kong Listing Rules and the Articles of Association, and fully and completely disclose all specific contents of all proposals. If the matters to be discussed require opinions from independent directors, the opinions and reasons of independent directors will be disclosed at the time when the notice of general meeting or the supplementary notice is issued. The notice of a general meeting shall provide a clear and adequate explanation of the proposal to be considered at the general meeting. Where voting is required, a recommendation from directors shall be provided. Directors’ voting recommendations shall be based on what is, in their opinion, in the best interest of the shareholders as a whole. The notice shall clearly explain whether or not shareholders attending the general meeting by webcast at a remote site are allowed to vote and if so, how.

If the Company needs to supplement any material information on the subject matter to be considered at the general meeting, it shall provide the information not less than 10 working days before the date of the general meeting. Where necessary, the Company shall adjourn the general meeting to ensure conformity with the requirement. | The notice and the supplementary notice of the shareholders’ general meeting shall contain those required by the Hong Kong Listing Rules and the Articles of Association, and fully and completely disclose all specific contents of all proposals. If the matters to be discussed require opinions from independent directors, the opinions and reasons of independent directors will be disclosed at the time when the notice of shareholders’ general meeting or the supplementary notice is issued. The notice of a shareholders’ general meeting shall provide a clear and adequate explanation of the proposal to be considered at the shareholders’ general meeting. Where voting is required, a recommendation from directors shall be provided. Directors’ voting recommendations shall be based on what is, in their opinion, in the best interest of the shareholders as a whole. The notice shall clearly explain whether or not shareholders attending the shareholders’ general meeting by webcast at a remote site are allowed to vote and if so, how.

If the Company needs to supplement any material information on the subject matter to be considered at the shareholders’ general meeting, it shall provide the information not less than 10 working days before the date of the general meeting. Where necessary, the Company shall adjourn the shareholders’ general meeting to ensure conformity with the requirement. | |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
22	Article 20 When the general meeting intends to discuss the election of directors and supervisors, the notice of the meeting shall fully explain the details of the candidates for directors and supervisors, including, as a minimum, the following contents:

(I) personal particulars such as education background, working experience and any concurrent positions;

(II) whether there is any connected relationship with the Company or its controlling shareholder and de facto controller;

(III) their shareholdings in the Company;

(IV) whether he has been punished by the China Securities Regulatory Commission, other relevant authorities and the stock exchange on which the shares of the Company are listed;

(V) other provisions of the securities regulatory authorities and the stock exchange where the Company’s shares are listed.

The election of each candidate for director and supervisor shall be proposed separately. | Article 2019 When the shareholders’ general meeting intends to discuss the election of directors and supervisors, the notice of the meeting shall fully explain the details of the candidates for directors and supervisors, including, as a minimum, the following contents:

(I) personal particulars such as education background, working experience and any concurrent positions;

(II) whether there is any connected relationship with the Company or its controlling shareholder and de facto actual controller;

(III) their shareholdings in the Company;

(IV) whether he has been punished by the China Securities Regulatory Commission, other relevant authorities and the stock exchange on which the shares of the Company are listed;

(V) other provisions of the securities regulatory authorities and the stock exchange where the Company’s shares are listed.

The election of each candidate for director and supervisor shall be proposed separately. | Revising the term “shareholders’ meeting (股東會)” and abolishment of the Board of Supervisors |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES

OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
23	Article 21 Unless otherwise specified by the laws and regulations, the Hong Kong Listing Rules and the Articles of Association, the notice of general meeting shall be delivered to the shareholders (whether he has voting rights at the general meeting or not) by sending to the address of the shareholders listed in the register of shareholders via personal delivery or prepaid mail. For the holders of domestic shares, the notice of general meeting may also be given via public announcement.

The aforesaid public announcement shall be published in one or several newspapers designated by the securities regulatory authorities under the State Council. Once the public announcement is made, it is deemed that all the holders of domestic shares have received the notice of the relevant general meeting.

On the premise of conformity with requirements of laws, administrative regulations, departmental rules, and the regulatory rules of the place where the Company's shares are listed, and following the relevant procedures, the notice of the general meeting to the holders of H shares may be issued through the website designated by the Hong Kong Stock Exchange and the website of the Company, in lieu of the means of personal delivery or prepaid mail to holders of H shares. Upon the announcement, all holders of the Company's overseas listed shares are deemed to have received the notice of the relevant shareholders' meeting. | Article 210 Unless otherwise specified by the laws and regulations, the Hong Kong Listing Rules and the Articles of Association, the The notice of shareholders' general meeting shall be delivered to the shareholders (whether he has voting rights at the shareholders' general meeting or not) by way of public announcement or in the manner prescribed in Chapter IX of the Articles of Association. Where a notice is given by way of public announcement, it shall be deemed to have been received by all relevant parties upon its publication. If the securities regulatory authority of the place where the Company's shares are listed has special provisions, such provisions shall apply, sending to the address of the shareholders listed in the register of shareholders via personal delivery or prepaid mail. For the holders of domestic shares, the notice of general meeting may also be given via public announcement.

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
24	Article 23 When the notice of general meeting is issued, the general meeting shall not be adjourned or canceled without just cause, and the proposals listed in the notice of general meeting shall not be canceled. In the event of an adjournment or cancellation, the chairman shall notify the shareholders at least two working days before the scheduled date of holding and give explanations on such adjournment or cancellation. If the meeting is to be adjourned, the date of reconvening shall also be stated in the notice.	Article 232 When the notice of shareholders’ general meeting is issued, the shareholders’ general meeting shall not be adjourned or canceled without just cause, and the proposals listed in the notice of shareholders’ general meeting shall not be canceled. In the event of an adjournment or cancellation, the chairman shall notify the shareholders at least two working days before the scheduled date of holding and give explanations on such adjournment or cancellation. If the meeting is to be adjourned, the date of reconvening shall also be stated in the notice.	Revising the term “shareholders’ meeting (股東會)”
25	Chapter V Holding of the General Meeting	Chapter V Holding of the Shareholders’ General Meeting	Revising the term “shareholders’ meeting (股東會)”
26	Article 24 The location for the Company to convene a general meeting shall be the Company’s domicile or other places specified in the notice of the general meeting.
The general meeting shall have an assembly room, and the location of meeting shall be clear and specific.
The Company shall facilitate the shareholders’ participation in the general meeting through various ways and means under the premise of ensuring the general meeting is legal and effective.	Article 243 The location for the Company to convene a shareholders’ general meeting shall be the Company’s domicile or other places specified in the notice of the shareholders’ general meeting.
The shareholders’ general meeting shall have an assembly room, and the location of meeting shall be clear and specific.
The Company shall facilitate the shareholders’ participation in the shareholders’ general meeting through various ways and means under the premise of ensuring the shareholders’ general meeting is legal and effective.	Revising the term “shareholders’ meeting (股東會)”

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
27	Article 25 The Board of Directors and other chairmans shall maintain the order of the general meeting. They shall stop the conducts that interfere with the general meeting, provoke trouble and infringe on the legal rights and interests of the shareholders and report to the relevant authorities for investigation.	Article 254 The Board of Directors and other chairmans shall maintain the order of the shareholders’ general meeting. They shall stop the conducts that interfere with the shareholders’ general meeting, provoke trouble and infringe on the legal rights and interests of the shareholders and report to the relevant authorities for investigation.	Revising the term “shareholders’ meeting (股東會)”
28	Article 26 When the general meeting is held, all shareholders recorded in the register as at the record date or their proxies shall have the right to attend the general meeting and exercise the voting rights in accordance with applicable laws, regulations and the Articles of Association. The Company and the chairman shall not refuse for any reason.

A shareholder may attend the general meeting in person and exercise his voting rights, or appoint a proxy to attend and exercise his voting rights within the scope of authority. | Article 265 When the shareholders’ general meeting is held, all shareholders recorded in the register as at the record date or their proxies shall have the right to attend the shareholders’ general meeting and exercise the voting rights in accordance with applicable laws, regulations and the Articles of Association. The Company and the chairman shall not refuse for any reason.

A shareholder may attend the shareholders’ general meeting in person and exercise his voting rights, or appoint a proxy to attend and exercise his voting rights within the scope of authority. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
29	Article 28 The power of attorney issued by a shareholder to appoint a proxy to attend a general meeting shall contain the following information:
(I) Name of the proxy;
(II) Whether the proxy has a voting right;
(III) The instruction to vote for, against or abstain from voting on each matter for consideration listed in the agenda of the general meeting;
(IV) The issuing date and validity period of the power of attorney;
(V) Signature (or seal) of the principal. If the principal is a legal person, the power of attorney shall be under the seal of the legal person or signed by the duly appointed proxy.	Article 287 The power of attorney issued by a shareholder to appoint a proxy to attend a shareholders’ general meeting shall contain the following information:
(I) Name of the proxy: Name of the principal and the class and number of shares of the Company held;
(II) Whether the proxy has a voting right: Name of the proxy;
(III) Specific instructions of the shareholder, including The instruction to vote for, against or abstain from voting on each matter for consideration listed in the agenda of the shareholders’ general meeting;
(IV) The issuing date and validity period of the power of attorney;
(V) Signature (or seal) of the principal. If the principal is a legal person, the power of attorney shall be under the seal of the legal person or signed by the duly appointed proxy.	Article 67 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
30	Article 30 If the power of attorney for voting is signed by the authorized person of the appointer, the letter of authority for signing or other authorization documents shall be notarized. The notarized letter of authority or other authorization documents and the power of attorney for voting by proxy shall be placed at the domicile of the Company or other place specified in the meeting. If the principal is an institutional shareholder, its legal representative (principal) or the person authorized by the Board of Directors or other decision-making authorities shall attend the general meeting of the Company on its behalf.

If the shareholder is a recognized clearinghouse (or its agent) as defined in the relevant ordinances made in Hong Kong from time to time, the shareholder may authorize one or more persons as he thinks fit to act as his representative at any general meeting. However, if more than one person is authorized, the power of attorney shall state the number and type of shares in respect of which each such person is authorized and shall be signed by the authorized officer of the recognized clearing house. A person so authorized may attend a meeting on behalf of a recognized clearing house (or its agent) as if he were an individual shareholder of the Company without the need to produce a certificate of shareholding, notarized power of attorney and/or further evidence of formal authorization. | Article 3029 If the power of attorney for voting is signed by the authorized person of the appointer, the letter of authority for signing or other authorization documents shall be notarized. The notarized letter of authority or other authorization documents and the power of attorney for voting by proxy shall be placed at the domicile of the Company or other place specified in the meeting. If the principal is an institutional shareholder, its legal representative (principal) or the person authorized by the Board of Directors or other decision-making authorities shall attend the shareholders’ general meeting of the Company on its behalf.

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
31	Article 34 When the Company convenes a general meeting, all the directors, supervisors and Board secretary shall attend the meeting, while the general manager and other senior officers shall attend as a nonvoting delegate.	Article 343 When the Company convenes a shareholders’ general meeting, all the directors, supervisors and Board secretary shall attend the meeting, while the general manager and other senior officers shall attend as a nonvoting delegate if the shareholders’ meeting requires directors and senior officers to attend the meeting, directors and senior officers shall attend as a nonvoting delegate and answer inquiries from shareholders.	Article 71 of the Guidelines for the Articles of Association
32	Article 35 The general meeting shall be convened by the Board, and presided over by the chairman. When the chairman of the Board is unable or fails to perform his/her duties, more than half of the directors may jointly elect one director to preside over the meeting; when the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy, except the Hong Kong Securities Clearing Company Limited) shall serve as the chairman of the meeting.	Article 354 The shareholders’ general meeting shall be convened by the Board, and presided over by the chairman. When the chairman of the Board is unable or fails to perform his/her duties, more than half of the directors may jointly elect one director to preside over the meeting; when the chairman of the meeting is not designated, the shareholders present at the meeting can elect one person to serve as the chairman; if the shareholders are unable to elect the chairman of the meeting for any reason, the shareholder present who holds the greatest number of voting shares (including his/her proxy, except the Hong Kong Securities Clearing Company Limited) shall serve as the chairman of the meeting.	Revising the term “shareholders’ meeting (股東會)”, and the functions and power of the Board of Supervisors shall be exercised by the Audit Committee

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	At a general meeting convened by the Board of Supervisors, the chairman of the Board of Supervisors shall preside over the meeting. When the chairman of the Board of Supervisors is unable or fails to perform his or her duty, a supervisor jointly elected by more than half of the supervisors shall preside over the meeting.

If a general meeting is convened by the shareholders, the chairman shall elect a representative to preside over the meeting.

When a general meeting is held, if the chairman of the meeting violates these Rules, making the continuance of the meeting impossible, with the consent of the shareholders holding more than half of the voting rights present at the meeting, the general meeting may elect a person to serve as chairman of the meeting and the meeting shall continue. | At a shareholders’ general meeting convened by the Board of Supervisors Audit Committee, the chairman of the Board of Supervisors chairman of the Audit Committee shall preside over the meeting. When the chairman of the Board of Supervisors chairman of the Audit Committee is unable or fails to perform his or her duty, a supervisor member of the Audit Committee jointly elected by more than half of the supervisors members of the Audit Committee shall preside over the meeting.

If a shareholders’ general meeting is convened by the shareholders, the chairman or a representative elected by the chairman shall elect a representative to preside over the meeting.

When a shareholders’ general meeting is held, if the chairman of the meeting violates these Rules, making the continuance of the meeting impossible, with the consent of the shareholders holding more than half of the voting rights present at the meeting, the shareholders’ general meeting may elect a person to serve as chairman of the meeting and the meeting shall continue. | |
| 33 | Article 36 At the annual general meeting, the Board of Directors and Board of Supervisors shall make a report on their works in the past year to the general meeting. Each independent director shall also make a work report. | Article 365 At the annual shareholders’ general meeting, the Board of Directors and Board of Supervisors shall make a report on their works in the past year to the shareholders’ general meeting. Each independent director shall also make a work report. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
34	Article 37 The directors, supervisors and senior officers shall provide explanations and statements relating to the queries and suggestions put forward by the shareholders at the general meeting, unless:

(I) the queries are not related to the agenda of the meeting;

(II) the queries involve matters to be verified;

(III) the queries involve trade secrets of the Company;

(IV) other reasonable reasons. | Article 376 The directors, supervisors and senior officers shall provide explanations and statements relating to the queries and suggestions put forward by the shareholders at the shareholders’ general meeting, unless:

(I) the queries are not related to the agenda of the meeting;

(II) the queries involve matters to be verified;

(III) the queries involve trade secrets of the Company;

(IV) other reasonable reasons. | Revising the term “shareholders’ meeting (股東會)” |
| 35 | Chapter VI Voting and Resolutions at General Meetings | Chapter VI Voting and Resolutions at Shareholders’ General Meetings | Revising the term “shareholders’ meeting (股東會)” |
| 36 | Article 39 The resolutions of a general meeting are classified into ordinary resolutions and special resolutions.

Ordinary resolutions of the general meeting shall be passed by more than half of the voting rights held by the shareholders (including proxies) present at the meeting.

Special resolutions of the general meeting shall be passed by more than two-thirds of the voting rights held by the shareholders (including proxies) present at the meeting. | Article 398 The resolutions of a shareholders’ general meeting are classified into ordinary resolutions and special resolutions.

Ordinary resolutions of the shareholders’ general meeting shall be passed by more than half of the voting rights held by the shareholders (including proxies) present at the meeting.

Special resolutions of the shareholders’ general meeting shall be passed by more than two-thirds of the voting rights held by the shareholders (including proxies) present at the meeting. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
37	Article 40 The following matters shall be resolved by way of ordinary resolution of the general meeting:
(I) work reports of the Board of Directors and the Board of Supervisors;
(II) profit distribution proposals and proposals for making up losses formulated by the Board;
(III) appointment, dismissal and remuneration of the members of the Board of Directors and the Board of Supervisors and the method of payment of the remuneration;
(IV) annual financial budgets final accounts of the Company;
(V) annual report of the Company;
(VI) the consideration and approval of transactions as stipulated by Article 6 hereof;
(VII) matters other than those required by the laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed or the Articles of Association to be passed by special resolutions.	Article 4039 The following matters shall be resolved by way of ordinary resolution of the shareholders’ general meeting:
(I) work reports of the Board-of Directors—and—the—Board—of Supervisors;
(II) profit distribution proposals and proposals for making up losses formulated by the Board;
(III) appointment, dismissal and remuneration of the members of the Board-of-Directors-and-the-Board-of-Supervisors and the method of payment of the remuneration;
(IV) annual financial budgets and final accounts of the Company;
(V) annual report of the Company;
(VI) the consideration and approval of transactions as stipulated by Article 6 hereof;
(VII) matters other than those required by the laws, administrative regulations, regulatory rules of the place where the Company’s shares are listed or the Articles of Association to be passed by special resolutions.	Article 81 of the Guidelines for the Articles of Association

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
38	Article 41 The following matters shall be resolved by way of special resolution of the general meeting:
(I) increase or reduction of the Company’s registered capital;
(II) division, merger, dissolution and liquidation or change of organizational form of the Company;
(III) amendment to the Articles of Association;
(IV) purchase and disposal of material assets by the Company within one year, or a guarantee amount exceeding 30% of the audited total assets in the most recent period of the Company;
(V) the equity incentive scheme;
(VI) other matters required by the laws, administrative regulations, department rules, regulatory rules of the place where the Company’s shares are listed or the Articles of Association, and matters which, according to an ordinary resolution of the general meeting, may have a significant impact on the Company and shall be adopted by way of a special resolution.	Article 410 The following matters shall be resolved by way of special resolution of the shareholders’ general meeting:
(I) increase or reduction of the Company’s registered capital;
(II) division, merger, dissolution and liquidation or change of organizational form of the Company;
(III) amendment to the Articles of Association;
(IV) purchase and disposal of material assets or guarantee provided by the Company to others within one year, or a guarantee with an amount exceeding 30% of the audited total assets in the most recent period of the Company;
(V) the equity incentive scheme;
(VI) other matters required by the laws, administrative regulations, department rules, regulatory rules of the place where the Company’s shares are listed or the Articles of Association, and matters which, according to an ordinary resolution of the shareholders’ general meeting, may have a significant impact on the Company and shall be adopted by way of a special resolution.	Revising the term “shareholders’ meeting (股東會)”

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
39	Article 42 Shareholders (including proxies) shall exercise their voting rights by the number of voting shares they represent at the general meeting, and each share shall have one vote.

The Company shares held by the Company have no voting right, and those shares are not included in the total number of voting shares present at the general meeting.

Under applicable laws, administrative regulations and regulatory rules of the place where the Company’s shares are listed, if any shareholder are required to not vote on any particular proposal or restricted to voting only for or only against any particular proposal, the votes cast by or on behalf of such shareholders in contravention of such requirements or restrictions shall not be counted. | Article 421 Shareholders (including proxies) shall exercise their voting rights by the number of voting shares they represent at the shareholders’ general meeting, and each share shall have one vote.

The Company shares held by the Company have no voting right, and those shares are not included in the total number of voting shares present at the shareholders’ general meeting.

Under applicable laws, administrative regulations and regulatory rules of the place where the Company’s shares are listed, if any shareholder are required to not vote on any particular proposal or restricted to voting only for or only against any particular proposal, the votes cast by or on behalf of such shareholders in contravention of such requirements or restrictions shall not be counted. | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
40	Article 43 When the connected transactions (as defined in the Hong Kong Listing Rules) are considered at the general meeting, the connected shareholders and their close associates (as defined in the Hong Kong Listing Rules) shall not participate in voting, and the number of voting shares represented by them shall not be counted into the total number of valid votes. The voting particulars of the unconnected persons shall be disclosed in the announcement on the resolution of the general meeting.

Before the general meeting considers connected transactions, the Company shall determine the scope of connected shareholders in accordance with relevant laws, regulations and normative documents. Connected persons or their authorized representatives may attend the general meeting and may express their views to the shareholders present in accordance with the procedures of the general meeting, but shall recuse themselves from voting by ballot. | Article 432 When the connected transactions (as defined in the Hong Kong Listing Rules) are considered at the shareholders' general meeting, the connected shareholders and their close associates (as defined in the Hong Kong Listing Rules) shall not participate in voting, and the number of voting shares represented by them shall not be counted into the total number of valid votes. The voting particulars of the unconnected persons shall be disclosed in the announcement on the resolution of the shareholders' general meeting.

Before the shareholders' general meeting considers connected transactions, the Company shall determine the scope of connected shareholders in accordance with relevant laws, regulations and normative documents. Connected persons or their authorized representatives may attend the shareholders' general meeting and may express their views to the shareholders present in accordance with the procedures of the shareholders' general meeting, but shall recuse themselves from voting by ballot. | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	When the general meeting reviews the connected transactions, the connected shareholder voluntarily shall recuse themselves from voting. If a connected shareholder does not recuse himself/herself from voting, other shareholders attending the meeting shall have the right to request him/her to recuse himself/herself from voting. After the avoidance of the connected persons, the other shareholders shall vote according to their voting rights and adopt the corresponding resolution in accordance with the provisions of the Articles of Association and articles hereof; the chairman shall announce the number of shareholders and proxies other than the connected persons present at the meeting and the total number of shares with voting rights.

If a connected person or its close associate participates in the voting in violation of this article, his/her vote on relevant connected transactions shall be invalid. | When the shareholders' general meeting reviews the connected transactions, the connected shareholder voluntarily shall recuse themselves from voting. If a connected shareholder does not recuse himself/herself/itself from voting, other shareholders attending the meeting shall have the right to request him/her to recuse himself/herself from voting. After the avoidance of the connected persons, the other shareholders shall vote according to their voting rights and adopt the corresponding resolution in accordance with the provisions of the Articles of Association and articles hereof; the chairman shall announce the number of shareholders and proxies other than the connected persons present at the meeting and the total number of shares with voting rights.

The resolution of the shareholders' general meeting on connected transactions shall be valid only if it is passed by more than half of the voting rights held by unconnected shareholders attending the shareholders' general meeting. However, if the connected transaction involves the matters that shall be subject to a special resolution as specified in the Articles of Association and articles hereof, the resolution of the shareholders' general meeting shall be valid only if it is passed by more than two-thirds of the voting rights held by unconnected shareholders attending the shareholders' general meeting.

If a connected person or its close associate participates in the voting in violation of this article, his/her vote on relevant connected transactions shall be invalid. | |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
41	Article 44 The general meeting shall take a vote on all the proposals separately. In the event of several proposals for the same issue, such proposals shall be voted on and resolved in the order of time at which they are submitted. Unless the general meeting is adjourned or no resolution can be made for special reasons such as force majeure, voting of such proposals shall neither be shelved nor refused at the general meeting.	Article 443 The shareholders’ general meeting shall take a vote on all the proposals separately. In the event of several proposals for the same issue, such proposals shall be voted on and resolved in the order of time at which they are submitted. Unless the shareholders’ general meeting is adjourned or no resolution can be made for special reasons such as force majeure, voting of such proposals shall neither be shelved nor refused at the shareholders’ general meeting.	Revising the term “shareholders’ meeting (股東會)”
42	Article 45 When considering a proposal, the general meeting shall not modify it; otherwise such modifications shall be deemed a new proposal and may not be voted at the current meeting.	Article 454 When considering a proposal, the shareholders’ general meeting shall not modify it; otherwise such modifications shall be deemed a new proposal and may not be voted at the current meeting.	Revising the term “shareholders’ meeting (股東會)”
43	Article 46 The shareholders attending the general meeting shall express one of the following opinions on the proposal to be voted on: for, against, or abstain. Save for the circumstance under which the securities registration and settlement institution acting as the nominal holder of shares under the mutual stock market access between the Mainland China and Hong Kong makes reporting in accordance with the instruction of the de facto holders of relevant shares.

An unfilled, wrongly filled, or illegible vote, or an uncast vote shall be deemed to be a waiver of the voting right of the voter, and the voting result for the number of shares he/she holds shall be accounted as “abstain”. | Article 465 The shareholders attending the shareholders’ general meeting shall express one of the following opinions on the proposal to be voted on: for, against, or abstain. Save for the circumstance under which the securities registration and settlement institution acting as the nominal holder of shares under the mutual stock market access between the Mainland China and Hong Kong makes reporting in accordance with the instruction of the de-facto actual holders of relevant shares.

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	On a voting by ballot at a meeting, a shareholder (including his/her proxies) entitled to two or more votes does not need to cast all his/her votes for, against, or abstain.

Where the same vote is cast two or more times, the first cast shall hold. In the event of a tie between for and against, either by show of hands or by poll, the chairman of the meeting is entitled to one additional vote. | On a voting by ballot at a meeting, a shareholder (including his/her/its proxies) entitled to two or more votes does not need to cast all his/her/its votes for, against, or abstain.

Where the same vote is cast two or more times, the first cast shall hold. In the event of a tie between for and against, either by show of hands or by poll, the chairman of the meeting is entitled to one additional vote. | |
| 44 | Article 47 A general meeting shall be held on site or by other means permitted by laws and regulations. | Article 476 A shareholders’ general meeting shall be held on site or by other means permitted by laws and regulations, and shall, in accordance with laws, administrative regulations or the Articles of Association, provide secure, cost-efficient and accessible online and other channels for the convenience of shareholders. | Article 50 of the Guidelines for the Articles of Association |
| 45 | Article 48 Votes shall be taken by disclosed ballot at general meetings, except on proposals concerning procedures of the general meeting or administrative matters, which may be decided in good faith by the chairman of the meeting and voted by a show of hands.

The procedures and administrative matters above-mentioned shall:

(1) not be contained in the agenda of the general meeting or in any supplementary circular to shareholders; and | Article 487 Votes shall be taken by disclosed ballot at shareholders’ general meetings, except on proposals concerning procedures of the shareholders’ general meeting or administrative matters, which may be decided in good faith by the chairman of the meeting and voted by a show of hands.

The procedures and administrative matters above-mentioned shall:

(1) not be contained in the agenda of the shareholders’ general meeting or in any supplementary circular to shareholders; and | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
	(2) involves the duty of the chairman to maintain the orderly course of the meeting and/or to allow the matters of the meeting to be handled more efficiently and effectively while giving all shareholders a reasonable opportunity to express their views.

If the chairman decides to vote by a show of hands, the general meeting shall vote by show of hands unless the following persons require a vote by ballot before or after a show of hands:

(I) chairman of the meeting;

(II) at least two voting shareholders or proxies of voting shareholders; and

(III) one or several shareholders (including proxies) holding not less than 10% (inclusive) of the voting shares individually or in aggregate at such meeting.

The request for voting by ballot may be withdrawn by the proposer. | (2) involves the duty of the chairman to maintain the orderly course of the meeting and/or to allow the matters of the meeting to be handled more efficiently and effectively while giving all shareholders a reasonable opportunity to express their views.

If the chairman decides to vote by a show of hands, the shareholders' general meeting shall vote by show of hands unless the following persons require a vote by ballot before or after a show of hands:

(I) chairman of the meeting;

(II) at least two voting shareholders or proxies of voting shareholders; and

(III) one or several shareholders (including proxies) holding not less than 10% (inclusive) of the voting shares individually or in aggregate at such meeting.

The request for voting by ballot may be withdrawn by the proposer. | |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
46	Article 50 When votes are cast on proposals at the general meeting, representatives of the shareholders and the representative of supervisors and other connected persons appointed pursuant to the Hong Kong Listing Rules shall be jointly responsible for scrutinizing and counting votes. In the event that a shareholder has connections with a matter to be considered, the relevant shareholder and his/her proxy shall not participate in counting and scrutinizing of the votes. Meanwhile, the Company shall appoint auditors, share transfer offices or external accountants qualified to act as auditors to act as monitors for counting votes at the general meeting, and shall announce the identity of the monitors in the voting results.	Article 5049 When votes are cast on proposals at the shareholders' general meeting, representatives of the shareholders and the representative of supervisor the Audit Committee and other connected persons appointed pursuant to the Hong Kong Listing Rules shall be jointly responsible for scrutinizing and counting votes according to the Hong Kong Listing Rules. In the event that a shareholder has connections with a matter to be considered, the relevant shareholder and his/her/its proxy shall not participate in counting and scrutinizing of the votes. Meanwhile, the Company shall appoint auditors, share transfer offices or external accountants qualified to act as auditors to act as monitors for counting votes at the shareholders' general meeting, and shall announce the identity of the monitors in the voting results.	Revising the term “shareholders’ meeting (股東會)”
47	Article 51 The chairman shall announce the voting status and results of each proposal at the meeting venue and announce whether the proposal is adopted or not based on the voting results.

Prior to the formal announcement of voting results, the relevant parties involved in relation to voting at the general meeting, including the companies, the persons responsible for counting votes and scrutinizing the voting, and the substantial shareholders, shall be obliged to keep the voting status confidential. | Article 510 The chairman shall announce the voting status and results of each proposal at the meeting venue and announce whether the proposal is adopted or not based on the voting results.

Prior to the formal announcement of voting results, the relevant parties involved in relation to voting at the shareholders' general meeting, including the companies, the persons responsible for counting votes and scrutinizing the voting, and the substantial shareholders, shall be obliged to keep the voting status confidential. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
48	Article 52 If the chairman of the meeting has any doubt as to the result of a resolution which has been put to the vote at the general meeting, he/she may have the votes counted. If the chairman of the meeting has not counted the votes, any shareholder present in person or by proxy who objects to the result announced by the chairman of the meeting may, immediately after the declaration, demand that the votes be counted, and the chairman of the meeting shall have the votes counted immediately.

If the votes are counted at the general meeting, the result shall be recorded in the minutes. The minutes together with the attendance record of shareholders and the powers of attorney of the proxies shall be maintained at the Company’s domicile. | Article 521 If the chairman of the meeting has any doubt as to the result of a resolution which has been put to the vote at the shareholders’ general meeting, he/she may have the votes counted. If the chairman of the meeting has not counted the votes, any shareholder present in person or by proxy who objects to the result announced by the chairman of the meeting may, immediately after the declaration, demand that the votes be counted, and the chairman of the meeting shall have the votes counted immediately.

If the votes are counted at the shareholders’ general meeting, the result shall be recorded in the minutes. The minutes together with the attendance record of shareholders and the powers of attorney of the proxies shall be maintained at the Company’s domicile. | Revising the term “shareholders’ meeting (股東會)” |

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
49	Article 53 Resolutions of general meetings shall be announced in a timely manner in accordance with the relevant laws, regulations, departmental rules, normative documents, the regulatory rules of the place where the shares of the Company are listed or the provisions of the Articles of Association. The announcements shall set forth the number of shareholders and proxies present at the meeting, the total number of voting shares and the proportion to the total number of voting shares of the Company, the total number of shares required to abstain from voting and/or the total number of shares required to abstain from voting on individual proposals in accordance with the regulatory rules of the place where the shares of the Company are listed (if any), and whether the shareholders who shall abstain from voting have abstained from voting, the manner of voting, the voting results on each proposal and the specific contents of each resolution adopted.	Article 532 Resolutions of shareholders’ general meetings shall be announced in a timely manner in accordance with the relevant laws, regulations, departmental rules, normative documents, the regulatory rules of the place where the shares of the Company are listed or the provisions of the Articles of Association. The announcements shall set forth the number of shareholders and proxies present at the meeting, the total number of voting shares and the proportion to the total number of voting shares of the Company, the total number of shares required to abstain from voting in favor and/or the total number of shares required to abstain from voting on individual proposals in accordance with the regulatory rules of the place where the shares of the Company are listed (if any), and whether the shareholders who shall abstain from voting have abstained from voting, the manner of voting, the voting results on each proposal and the specific contents of each resolution adopted.	Revising the term “shareholders’ meeting (股東會)”
50	Article 54 If any proposal is not adopted, or any resolution of the previous general meeting is amended at the current general meeting, special indication thereof shall be given in the resolution of the general meeting.	Article 543 If any proposal is not adopted, or any resolution of the previous shareholders’ general meeting is amended at the current shareholders’ general meeting, special indication thereof shall be given in the resolution of the shareholders’ general meeting.	Revising the term “shareholders’ meeting (股東會)”

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COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
51	Article 55 The Board secretary shall be responsible for the meeting minutes of the general meeting. The meeting minutes shall contain:
(I) time, venue and agenda of meeting and the chairman’s name;
(II) names of the meeting chairman and the directors, supervisors, general manager and other senior officers attending the meeting or attending meeting as a non-voting attendee;
(III) number of shareholders and agents present, the total number of shares with voting rights they hold, and its proportion in the total number of the shares of the Company;
(IV) consideration process, key points of speech and voting result of each proposal;
(V) inquiry or suggestion of the shareholders and the corresponding reply or explanation;
(VI) names of vote counter and scrutineer;
(VII) other contents that shall be included in the meeting minutes according to the Articles of Association.	Article 554 The Board secretary shall be responsible for the meeting minutes of the shareholders’ general meeting. The meeting minutes shall contain:
(I) time, venue and agenda of meeting and the chairman’s name;
(II) names of the meeting chairman and the directors, supervisors, general manager and other senior officers attending the meeting or attending meeting as a non-voting attendee;
(III) number of shareholders and agents present, the total number of shares with voting rights they hold, and its proportion in the total number of the shares of the Company;
(IV) consideration process, key points of speech and voting result of each proposal;
(V) inquiry or suggestion of the shareholders and the corresponding reply or explanation;
(VI) names of vote counter and scrutineer;
(VII) other contents that shall be included in the meeting minutes according to the Articles of Association.	Revising the term “shareholders’ meeting (股東會)”

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
52	Article 56 The chairman shall guarantee the authenticity, accuracy and integrity of the contents of the meeting minutes. The directors, supervisors, Board secretary, chairman or their representative who attended the meeting, and the chairman of the meeting shall sign the meeting minutes, and guarantee the authenticity, accuracy and integrity of the contents of the meeting minutes. The meeting minutes shall be maintained together with the register of names of the shareholders present, the power of attorney for attendance and relevant documents for a period of not less than 10 years.	Article 565 The chairman shall guarantee the authenticity, accuracy and integrity of the contents of the meeting minutes. The directors; supervisors, Board secretary, chairman or their representative who attended the meeting or attended the meeting as a non-voting attendee, and the chairman of the meeting shall sign the meeting minutes, and guarantee the authenticity, accuracy and integrity of the contents of the meeting minutes. The meeting minutes shall be maintained together with the register of names of the shareholders present, the power of attorney for attendance and relevant documents for a period of not less than 10 years.	Article 124 of the Guidelines for the Articles of Association
53	Article 57 The chairman shall warrant that the general meeting will proceed continuously until the final resolution is made. If the general meeting is suspended or the resolution cannot be made due to force majeure or other special causes, the chairman shall restore the general meeting or directly terminate the general meeting.	Article 576 The chairman shall warrant that the shareholders' general meeting will proceed continuously until the final resolution is made. If the shareholders' general meeting is suspended or the resolution cannot be made due to force majeure or other special causes, the chairman shall take necessary measures to restore the shareholders' general meeting or directly terminate the shareholders' general meeting as soon as possible.
54	Article 58 If the general meeting passes a proposal concerning the election of directors and supervisors, the new directors and supervisors shall take office according to requirements of the Articles of Association.	Article 587 If the shareholders' general meeting passes a proposal concerning the election of directors and supervisors, the new directors and supervisors shall take office according to requirements of the Articles of Association.	Revising the term “shareholders’ meeting (股東會)”

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
55	Article 59 The resolution of the general meeting of the Company which violates the laws and administrative regulations shall be invalid.

The shareholders may request the people’s court to cancel the relevant resolution within 60 days after the resolution is adopted if the convening procedure and voting method of the shareholders’ general meeting or violates the laws, administrative regulations or the Articles of Association, or the resolution content breaches the Articles of Association. | Revising the term “shareholders’ meeting (股東會)” |
| 56 | Chapter VII Authorization Granted by the General Meeting to the Board | Chapter VII Authorization Granted by the Shareholders’ General Meeting to the Board | Revising the term “shareholders’ meeting (股東會)” |
| 57 | Article 60 Subject to the laws and regulations, Hong Kong Listing Rules and the Articles of Association, the Board may be authorized by the resolution passed by the general meeting. | Article 6059 Subject to the laws and regulations, Hong Kong Listing Rules and the Articles of Association, the Board may be authorized by the resolution passed by the shareholders’ general meeting. | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
58	Article 61 Matters that, in accordance with the relevant requirements of laws, administrative regulations, departmental rules, Hong Kong Listing Rules and the provisions of the Articles of Association, are subject to approval of the general meeting, shall be deliberated by the general meeting to ensure the decision-making power of the shareholders of the Company thereon. Under necessary, reasonable and legal circumstances, the general meeting may authorize the Board to determine specific matters which cannot or is unnecessary to be decided upon immediately at such general meeting.

For authorization granted by the general meeting to the Board, if the authorized matters shall be approved by ordinary resolutions, the authorization shall be approved by a majority of the voting rights held by the shareholders (including proxies) present at the meeting. If the matters shall be approved by special resolutions, the authorization shall be approved by two-thirds of the voting rights held by the shareholders (including proxies) present at the meeting. The authorization should be clear and specific. | Article 610 Matters that, in accordance with the relevant requirements of laws, administrative regulations, departmental rules, Hong Kong Listing Rules and the provisions of the Articles of Association, are subject to approval of the shareholders’ general meeting, shall be deliberated by the shareholders’ general meeting to ensure the decision-making power of the shareholders of the Company thereon. Under necessary, reasonable and legal circumstances, the shareholders’ general meeting may authorize the Board to determine specific matters which cannot or is unnecessary to be decided upon immediately at such shareholders’ general meeting.

For authorization granted by the shareholders’ general meeting to the Board, if the authorized matters shall be approved by ordinary resolutions, the authorization shall be approved by a majority of the voting rights held by the shareholders (including proxies) present at the meeting. If the matters shall be approved by special resolutions, the authorization shall be approved by two-thirds of the voting rights held by the shareholders (including proxies) present at the meeting. The authorization should be clear and specific. | Revising the term “shareholders’ meeting (股東會)” |

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APPENDIX II

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE SHAREHOLDERS' MEETING

No.	Original Articles	Amended Articles	Basis of amendment
59	Chapter VIII Implementation of Resolutions of General Meeting	Chapter VIII Implementation of Resolutions of Shareholders’ General Meeting	Revising the term “shareholders’ meeting (股東會)”
60	Article 63 The Board shall make a special report to the general meeting on implementation of the matters stated in the resolution of the previous general meeting that the Board is responsible for. In case the resolution of the general meeting fails to be implemented due to special reasons, the Board shall state the reasons.	Article 632 The Board shall make a special report to the shareholders’ general meeting on implementation of the matters stated in the resolution of the previous shareholders’ general meeting that the Board is responsible for. In case the resolution of the shareholders’ general meeting fails to be implemented due to special reasons, the Board shall state the reasons.****	Revising the term “shareholders’ meeting (股東會)”
61	Article 66 The Rules shall take effect and be implemented as of the date on which these Rules have been considered and approved by the Shareholders’ General Meeting of the Company. The original Working Rules of the Shareholders’ General Meeting of the Company shall be automatically invalidated as of the date when the Rules of take effect.	Article 665 The Rules shall take effect and be implemented as of the date on which these Rules have been considered and approved by the Shareholders’ General Meeting of the Company. The original Working Rules of the Shareholders’ General Meeting of the Company shall be automatically invalidated as of the date when the Rules of take effect.	Revising the term “shareholders’ meeting (股東會)”

Notes:

(1) Since the above amendments involve deleting articles and adjusting the serial numbers of the articles, the serial numbers involved in the relevant articles and cross-references of the Rules of Procedure for the General Meeting shall also be adjusted accordingly.

(2) The proposed amendments to the Rules of Procedure for the General Meeting are prepared in Chinese and the English version is therefore a translation only. In the event of any discrepancy between the English translation and the Chinese version of the Rules of Procedure for the General Meeting, the Chinese version shall prevail.

APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES
OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
1	Article 2 The Company shall establish a Board in accordance with the laws. The members of the Board shall be elected by the general meeting. Entrusted by the general meeting, the Board is responsible for the operation and management of the Company's corporate property and serves as the decision-making body of the Company, being accountable to the general meeting.	Article 2 The Company shall establish a Board in accordance with the laws. The members of the Board shall be elected by the shareholders' general meeting. Entrusted by the shareholders' general meeting, the Board is responsible for the operation and management of the Company's corporate property and serves as the decision-making body of the Company, being accountable to the shareholders' general meeting.	Revising the term “shareholders’ meeting (股東會)”

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
2	Article 4 The Board shall establish the Audit Committee and may establish the Nomination Committee, the Remuneration and Appraisal Committee, the Strategy Committee and other relevant specialized committees as needed. The specialized committees are accountable to the Board and perform their duties in accordance with the Articles of Association and authorization by the Board. Their proposals shall be submitted to the Board for deliberation and decision. The membership of the specialized committees shall all be composed of directors: independent directors shall account for more than half of the members of the Audit Committee, the Nomination Committee, and the Remuneration and Appraisal Committee; the chairmen of the Audit Committee and the Remuneration and Appraisal Committee shall be independent directors, and the chairman of the Nominating Committee shall be the chairman of the Board or an independent director; the members of the Audit Committee shall be a non-executive director, at least one of whom shall be an independent director with appropriate professional qualifications as stipulated in the Hong Kong Listing Rules, or with appropriate accounting or relevant financial management expertise. The members of the specialized committees shall be appointed and removed by the Board.	Article 4 The Board shall establish the Audit Committee and may establish the Nomination Committee, the Remuneration and Appraisal Committee, the Strategy Committee, the Sustainable Development (ESG) Committee and other relevant specialized committees as needed. The specialized committees are accountable to the Board and perform their duties in accordance with the Articles of Association and authorization by the Board. Their proposals shall be submitted to the Board for deliberation and decision. The membership of the specialized committees shall all be composed of directors: independent directors shall account for more than half of the members of the Audit Committee, the Nomination Committee, and the Remuneration and Appraisal Committee; the chairmen of the Audit Committee and the Remuneration and Appraisal Committee shall be independent directors, and the chairman of the Nominating Committee shall be the chairman of the Board or an independent director; the members of the Audit Committee shall be a non-executive director, at least one of whom shall be an independent director with appropriate professional qualifications as stipulated in the Hong Kong Listing Rules, or with appropriate accounting or relevant financial management expertise. The members of the specialized committees shall be appointed and removed by the Board.	Newly established a Sustainable Development (ESG) Committee

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
3	Article 5 The Board of the Company shall provide explanations to the general meeting regarding any modified audit opinions issued by certified public accountants on the Company's financial report(s).	Article 5 The Board of the Company shall provide explanations to the shareholders' general meeting regarding any modified audit opinions issued by certified public accountants on the Company's financial report(s).	Revising the term "shareholders' meeting (股東會)"
4	Article 6 The Board shall be accountable to the general meeting and exercise the following power: (I) To convene a general meeting and report to the meeting on the work of the Board; (II) To implement the resolutions of the general meeting; (III) To decide on the business plan and investment scheme of the Company; (IV) To formulate the annual financial budgetary plans and final accounting plans of the Company; (V) To formulate the profit distribution plan and loss recovery plan of the Company; (VI) To formulate plans of increasing or decreasing the Company's registered capital, issuing corporate bonds or other securities and going public; (VII) To formulate plans for substantial acquisition, acquisition of shares, or merger, division, dissolution and change of corporate form of the Company;	Article 6 The Board shall be accountable to the shareholders' general meeting and exercise the following power: (I) To convene a shareholders' general meeting and report to the meeting on the work of the Board; (II) To implement the resolutions of the shareholders' general meeting; (III) To decide on the business plan and investment scheme of the Company; (IV) To formulate the annual financial budgetary plans and final accounting plans of the Company; (V) To formulate the profit distribution plan and loss recovery plan of the Company; (VI) To formulate plans of increasing or decreasing the Company's registered capital, issuing corporate bonds or other securities and going public; (VII) To formulate plans for substantial acquisition, acquisition of shares, or merger, division, dissolution and change of corporate form of the Company;	Revising the term "shareholders' meeting (股東會)"

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
	(VIII) To acquire the Company’s shares under any of the circumstances set forth in sub-paragraph (III), (V) and (VI) of the first paragraph of Article 23 of the Articles of Association within the scope of authorization of the general meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company’s shares are listed;	(VIII) To acquire the Company’s shares under any of the circumstances set forth in sub-paragraph (III), (V) and (VI) of the first paragraph of Article 23 of the Articles of Association within the scope of authorization of the shareholders’ general meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company’s shares are listed;
	(IX) To decide on matters of the Company’s external investment, acquisition and disposal of assets, pledge over assets, external guarantees, entrusted wealth management, connected transactions, external donations and other matters within the scope of authorization by the general meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company’s shares are listed;	(IX) To decide on matters of the Company’s external investment, acquisition and disposal of assets, pledge over assets, external guarantees, entrusted wealth management, connected transactions, external donations and other matters within the scope of authorization by the shareholders’ general meeting or in accordance with the provisions of the listing rules of the stock exchange where the Company’s shares are listed;
	(X) To examine and approve the transactions under Article 7 of these Rules;	(X) To examine and approve the transactions under Article 7 of these Rules;
	(XI) To examine and approve the matters that require approval by the Board as stipulated in the Management Measures on Connected Transactions;	(XI) To examine and approve the matters that require approval by the Board as stipulated in the Management Measures on Connected Transactions;
	(XII) To determine the setup of the Company’s internal management structure;	(XII) To determine the setup of the Company’s internal management structure;

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
	(XIII) To appoint or dismiss the general manager and Secretary to the Board of the Company; to appoint or dismiss senior officers such as financial officer and the deputy general manager according to the nomination of the general manager, and to decide on matters of remuneration, rewards and punishments;	(XIII) To appoint or dismiss the general manager and Secretary to the Board of the Company; to appoint or dismiss senior officers such as financial officer and the deputy general manager according to the nomination of the general manager, and to decide on matters of remuneration, rewards and punishments;
	(XIV) To formulate the basic management system of the Company;	(XIV) To formulate the basic management system of the Company;
	(XV) To formulate the proposals for any amendment to the Articles of Association;	(XV) To formulate the proposals for any amendment to the Articles of Association;
	(XVI) To request the general meeting to engage or replace the accounting firm that provides audits for the Company;	(XVI) To request the shareholders' general meeting to engage or replace the accounting firm that provides audits for the Company;
	(XVII) To debrief the work report of the general manager of the Company and check the work of the general manager;	(XVII) To debrief the work report of the general manager of the Company and check the work of the general manager;
	(XVIII) To manage the information disclosure of the Company;	(XVIII) To manage the information disclosure of the Company;
	(XIX) Any other functions and power granted by the laws, administrative regulations, departmental rules, regulation rules of the place where the Company’s shares are listed or the Articles of Association.	(XIX) Any other functions and power granted by the laws, administrative regulations, departmental rules, regulation regulatory rules of the place where the Company’s shares are listed or the Articles of Association.

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
	For matters resolved by the Board in the preceding paragraph, except for items (VI), (VII), (IX) and (XV) which shall be approved by a vote of at least two-thirds of the directors, the remaining items may be approved by a vote of more than half of the directors.

Matters beyond the scope of authorization of the general meeting shall be submitted to the general meeting for consideration.

The specific duties and powers of the Board, as stipulated in the Company Law, shall be collectively exercised by the Board, shall not be delegated to others, and shall not be altered or deprived by means such as the Articles of Association and resolutions of the general meeting.

For other duties and powers of the Board, as stipulated in the Articles of Association, major business and matters shall be subject to approval upon collective decision-making, rather than sole decision by one or several delegated directors. | For matters resolved by the Board in the preceding paragraph, except for items (VI), (VII), (IX) and (XV) which shall be approved by a vote of at least two-thirds of the directors, the remaining items may be approved by a vote of more than half of the all directors.

Matters beyond the scope of authorization of the shareholders’ general meeting shall be submitted to the shareholders’ general meeting for consideration.

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
5	Article 8 The chairman of the Board shall convene an extraordinary Board meeting within 10 days when:

(I) proposed by shareholders holding more than one-tenth of the voting rights;

(II) proposed by more than one-third of the directors;

(III) proposed by more than half of the independent directors;

(IV) proposed by the Board of Supervisors;

(V) deemed necessary by the chairman of the Board;

(VI) proposed by the general manager;

(VII) other circumstances as provided for in the Articles of Association. | Article 8 The chairman of the Board shall convene an extraordinary Board meeting within 10 days when:

(I) proposed by shareholders holding more than one-tenth of the voting rights;

(II) proposed by more than one-third of the directors;

(III) proposed by more than half of the independent directors;

(IV) proposed by the Board of SupervisorsAudit Committee;

(V) deemed necessary by the chairman of the Board;

(VI) proposed by the general manager;

(VII) other circumstances as provided for in the Articles of Association. | Article 117 of the Guidelines for the Articles of Association |
| 6 | Article 9 The meeting of the Board shall be held upon the attendance of more than half of the directors. The general manager and the Secretary to the Board shall attend Board meetings; the supervisors and other senior officers may attend the meetings as required. The Board may invite intermediaries or experts from fields such as industry, business, law and finance to attend Board meetings and provide professional advice. | Article 9 The meeting of the Board shall be held upon the attendance of more than half of the directors. The general manager and the Secretary to the Board shall attend Board meetings; the supervisors and other senior officers may attend the meetings as required. The Board may invite intermediaries or experts from fields such as industry, business, law and finance to attend Board meetings and provide professional advice. | Abolishment of the Board of Supervisors |

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
7	Article 15 The following persons/organizations may submit proposals to the Board:

(I) shareholder individually or shareholders collectively holding more than 3% of the total number of voting shares in the Company;

(II) any director;

(III) the Board of Supervisors;

(IV) the general manager, other senior officers and the Secretary to the Board.

The proposals submitted by proposers set forth in Items (III) and (IV) above should be confined to matters within the scope of their respective duties. | Article 15 The following persons/organizations may submit proposals to the Board:

(I) shareholders individually or shareholders collectively holding more than 3%1% of the total number of voting shares in the Company;

(II) any director;

(III) the Board of Supervisors;

(IVIII) the general manager, other senior officers and the Secretary to the Board.

The proposals submitted by proposers set forth in Items (III) and (IV) above should be confined to matters within the scope of their respective duties. | Article 59 of the Guidelines for the Articles of Association |
| 8 | Article 18 Notice of regular meetings of the Board shall be given to all directors and supervisors 14 days in advance and notice of extraordinary Board meetings shall be sent 5 days in advance.

Notice of meetings of the Board shall be given in writing, by personal delivery, facsimile, electronic mail or in such other manner as may be provided for in the Articles of Association.

If the situation is urgent and it is necessary to convene an extraordinary meeting of the Board as soon as possible, notice of the meeting may be given at any time by telephone or other verbal means, but the convenor shall make an explanation to that effect at the meeting. | Article 18 Notice of regular meetings of the Board shall be given to all directors and supervisors members of the Audit Committee 14 days in advance and notice of extraordinary Board meetings shall be sent 5 days in advance.

Notice of meetings of the Board shall be given in writing, by personal delivery, facsimile, electronic mail or in such other manner as may be provided for in the Articles of Association.

If the situation is urgent and it is necessary to convene an extraordinary meeting of the Board as soon as possible, notice of the meeting may be given at any time by telephone or other verbal means, but the convenor shall make an explanation to that effect at the meeting. | The duties of the Board of Supervisors shall be performed by the Audit Committee |

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
9	Article 22 In principle, the directors shall attend the Board meetings in person. If a director is unable to attend the meeting for some reason, he/she may entrust another director to attend the meeting and vote on his/her behalf. The power of attorney shall specify the following matters in writing: (I) the names of the principal and the proxy; (II) summarized opinions of the principal on every proposal; (III) scope of authorization of the principal and instructions as to his/her intentions to vote on the proposals, and the duration of the authorization; (IV) signature of the principal, date, etc. The director acting as the proxy shall submit to the chairperson of the meeting the power of attorney and indicate the proxy attendance status in the attendance register. The director who attends the meeting on behalf of another director shall exercise the rights of the directors within the scope of authorization. If a director fails to attend a Board meeting or to appoint a proxy, he/she shall be deemed to have waived his/her right to vote at that meeting. A director who fails to attend in person for two consecutive meetings (a director who participates in a Board meeting or vote by means of communication shall be deemed to be present in person) and does not entrust another director to attend the Board meeting shall be deemed unable to perform his/her duties. The Board shall recommend the general meeting that such director be removed.	Article 22 In principle, the directors shall attend the Board meetings in person. If a director is unable to attend the meeting for some reason, he/she may entrust another director to attend the meeting and vote on his/her behalf. The power of attorney shall specify the following matters in writing: (I) the names of the principal and the proxy; (II) summarized opinions of the principal on every proposal; (III) scope of authorization of the principal and instructions as to his/her intentions to vote on the proposals, and the duration of the authorization; (IV) signature of the principal, date, etc. The director acting as the proxy shall submit to the chairperson of the meeting the power of attorney and indicate the proxy attendance status in the attendance register. The director who attends the meeting on behalf of another director shall exercise the rights of the directors within the scope of authorization. If a director fails to attend a Board meeting or to appoint a proxy, he/she shall be deemed to have waived his/her right to vote at that meeting. A director who fails to attend in person for two consecutive meetings (a director who participates in a Board meeting or vote by means of communication shall be deemed to be present in person) and does not entrust another director to attend the Board meeting shall be deemed unable to perform his/her duties. The Board shall recommend the shareholders' general meeting that such director be removed.	Revising the term "shareholders' meeting (股東會)"

APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS

TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
10	Article 31 The chairman of the Board shall preside over the Board meetings. Whenever the chairman of the Board is unable to or fails to exercise his/her powers, a director elected by more than half of the directors shall perform the duties.	Article 31 The chairman of the Board shall preside over the Board meetings. Whenever the chairman of the Board is unable to or fails to exercise his/her powers, a director elected by more than half of the directors shall perform the duties.	Article 72 of the Guidelines for the Articles of Association
11	Article 33 Where a director or any of his/her close associates (as defined in the Hong Kong Listing Rules) has a material interest in or connected relationship with the matter to be discussed by the Board, such a director shall not, when such matter is being discussed by the Board, exercise the right to vote on the resolution, nor exercise voting rights on behalf of other directors, nor be counted in the quorum of the meeting. The Board meeting may be held upon the attendance of more than half of the directors without connected relationship, and the resolution of the Board meeting shall be adopted by more than half of the directors without connected relationship. Where the Board meeting is attended by less than three directors without connected relationship, the matter shall be submitted to the general meeting for deliberation.	Article 33 Where a director or any of his/her close associates (as defined in the Hong Kong Listing Rules) has a material interest in or connected relationship with the matter to be discussed by the Board, such a director shall not, when such matter is being discussed by the Board, exercise the right to vote on the resolution, nor exercise voting rights on behalf of other directors, nor be counted in the quorum of the meeting. The Board meeting may be held upon the attendance of more than half of the directors without connected relationship, and the resolution of the Board meeting shall be adopted by more than half of the directors without connected relationship. Where the Board meeting is attended by less than three directors without connected relationship, the matter shall be submitted to the shareholders' general meeting for deliberation.	Revising the term “shareholders’ meeting (股東會)”
12	Article 35 For each item under consideration, at least two directors shall be elected from among those present at the meeting to take part in the count and shall be supervised by a supervisor, and the result of the count shall be announced on the spot by the representative of the counters.	Article 35 For each item under consideration, at least two directors shall be elected from among those present at the meeting to take part in the count and shall be supervised by a supervisor member of the Audit Committee, and the result of the count shall be announced on the spot by the representative of the counters.	The duties of the Board of Supervisors shall be performed by the Audit Committee

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APPENDIX III

COMPARATIVE TABLE OF THE AMENDMENTS TO THE RULES OF PROCEDURE FOR THE BOARD

No.	Original Articles	Amended Articles	Basis of amendment
13	Article 48 These Rules shall take effect and be implemented from the date of approval by the general meeting of the Company. From the effective date of these Rules, the original Rules of Procedures for the Board of the Company shall automatically cease to be valid.	Article 48 These Rules shall take effect and be implemented from the date of approval by the shareholders’ general meeting of the Company. From the effective date of these Rules, the original Rules of Procedures for the Board of the Company shall automatically cease to be valid.	Revising the term “shareholders’ meeting (股東會)”

Note: The proposed amendments to the Rules of Procedure for the Board are prepared in Chinese and the English version is therefore a translation only. In the event of any discrepancy between the English translation and the Chinese version of the Rules of Procedure for the Board, the Chinese version shall prevail.

III-11 -

NOTICE OF THE 2025 SECOND EXTRAORDINARY GENERAL MEETING

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 9878)

NOTICE OF THE 2025 SECOND EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2025 second extraordinary general meeting (the "EGM") of Huitongda Network Co., Ltd. (the "Company") will be held at the Conference Room, 6/F, Huitongda Building, 50 Zhongling Street, Xuanwu District, Nanjing, Jiangsu Province, the PRC, at 2:00 p.m. on Friday, December 19, 2025 for considering and, if thought fit, adopting the following resolutions:

SPECIAL RESOLUTIONS

To consider and approve the proposed abolishment of the board of supervisors of the Company and amendments to the articles of association of the Company.
To consider and approve the proposed amendments to the rules of procedure for the general meeting of the Company.
To consider and approve the proposed amendments to the rules of procedure for the board of directors of the Company.

ORDINARY RESOLUTION

To consider and approve the proposed use of reserve to offset losses.

By order of the Board

Huitongda Network Co., Ltd.

Chairman

Wang Jianguo

Nanjing, the PRC

December 2, 2025

NOTICE OF THE 2025 SECOND EXTRAORDINARY GENERAL MEETING

Notes:

The register of members of the Company will be closed from Tuesday, December 16, 2025 to Friday, December 19, 2025 (both days inclusive) for determining the entitlement to attend and vote at the EGM. To be eligible to attend and vote at the EGM, all completed transfer documents together with the relevant Share certificates must be lodged with the Company's H Share Registrar, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for H Shareholders) or the registered office of the Company, at Huitongda Building, 50 Zhongling Street, Xuanwu District, Nanjing, Jiangsu Province, the PRC (for Domestic Shareholders) no later than 4:30 p.m. on Monday, December 15, 2025. All Shareholders whose names appear on the register of members of the Company on Friday, December 19, 2025 are entitled to attend and vote at the EGM.
A Shareholder entitled to attend and vote at the EGM may appoint one or more proxies to attend and vote in his/her/its stead. The proxy needs not be a Shareholder of the Company but must attend the EGM in person to represent the relevant Shareholder.

The instrument appointing a proxy must be in writing under the hand of the Shareholder or his/her/its attorney authorized in writing. If the Shareholder is a corporation, that instrument must be executed either under its common seal or under the hand of its Director(s) or duly authorized attorney. If that instrument is signed by an attorney of the Shareholder, the power of authorizing that attorney to sign or other authorization documents must be notarized.

In order to be valid, the proxy form together with the notarized power of attorney or other authorization documents (if any) must be deposited at the Company's H Share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for H Shareholders) or the registered office of the Company, at Huitongda Building, 50 Zhongling Street, Xuanwu District, Nanjing, Jiangsu Province, the PRC (for Domestic Shareholders) no less than 24 hours before the time appointed for holding the EGM (i.e. before 2:00 p.m. on Thursday, December 18, 2025) or any adjournment thereof (as the case may be). Completion and return of the proxy form will not preclude Shareholders from attending and voting in person at the EGM or any adjournment thereof should they so wish.

If the attending Shareholder is a corporation, its legal representative shall present his or her ID card, a valid certificate proving his or her qualification as a legal representative and proof of shareholding; if a proxy is appointed to attend the meeting, such proxy shall present his or her ID card and a written power of attorney issued by the relevant Shareholder in accordance with the law.
Pursuant to Rule 13.39(4) of the Listing Rules and Article 94 of the Articles of Association, subject to certain exceptions, all votes of the Shareholders at the general meetings must be taken by poll. Therefore, voting on the resolutions contained in the notice of the EGM will be conducted by poll.
The EGM is expected to last for half a day. Shareholders or their proxies attending the EGM (or any adjournment thereof) shall produce their identity documents. Shareholders or their proxies attending the EGM shall be responsible for their own traveling and accommodation expenses.
For details of the resolutions, please refer to the circular (the "Circular") of the Company dated December 2, 2025. Unless the context requires otherwise, capitalized terms used in this notice shall have the same meanings as defined in the Circular.

As at the date of this notice, the Board comprises the Chairman and non-executive Director, namely Mr. WANG Jianguo; the executive Directors, namely Mr. XU Xiuxian, Mr. ZHAO Liangsheng and Mr. SUN Chao; the non-executive Director, namely Mr. CAI Zhongqiu; and the independent non-executive Directors, namely Ms. YU Lixin, Mr. LIU Xiangdong and Mr. DIAO Yang.

EGM-2 -

AI assistant

Huitongda Network Co., Ltd. Proxy Solicitation & Information Statement 2025

14887_rns_2025-12-01_7acc9564-41cf-4384-a4f9-494a06d2bedc.pdf

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

1. INTRODUCTION

2. PROPOSED ABOLISHMENT OF THE BOARD OF SUPERVISORS AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION

3. PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE GENERAL MEETING

4. PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE BOARD

5. PROPOSED USE OF RESERVE TO OFFSET LOSSES

Basic Information for Using Reserve to Offset Losses

Impacts of Using Reserve to Offset Losses on the Company

6. EGM AND VOTING METHOD

7. RECOMMENDATION

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

NOTICE OF THE 2025 SECOND EXTRAORDINARY GENERAL MEETING

SPECIAL RESOLUTIONS

ORDINARY RESOLUTION

AI assistant

Huitongda Network Co., Ltd. — Proxy Solicitation & Information Statement 2025

14887_rns_2025-12-01_7acc9564-41cf-4384-a4f9-494a06d2bedc.pdf

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

1. INTRODUCTION

2. PROPOSED ABOLISHMENT OF THE BOARD OF SUPERVISORS AND AMENDMENTS TO THE ARTICLES OF ASSOCIATION

3. PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE GENERAL MEETING

4. PROPOSED AMENDMENTS TO THE RULES OF PROCEDURE FOR THE BOARD

5. PROPOSED USE OF RESERVE TO OFFSET LOSSES

Basic Information for Using Reserve to Offset Losses

Impacts of Using Reserve to Offset Losses on the Company

6. EGM AND VOTING METHOD

7. RECOMMENDATION

汇通达

HUITONGDA

Huitongda Network Co., Ltd.

匯通達網絡股份有限公司

NOTICE OF THE 2025 SECOND EXTRAORDINARY GENERAL MEETING

SPECIAL RESOLUTIONS

ORDINARY RESOLUTION

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Huitongda Network Co., Ltd. Proxy Solicitation & Information Statement 2025