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Jinshang Bank Co., Ltd. — Proxy Solicitation & Information Statement 2025
Dec 3, 2025
50670_rns_2025-12-03_4b676178-e689-4d95-b754-205adcb975dc.pdf
Proxy Solicitation & Information Statement
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

晋商银行
JINSHANG BANK CO., LTD.*
晉商銀行股份有限公司*
(A joint stock company incorporated in the People's Republic of China with limited liability)
(Stock Code: 2558)
NOTICE OF THE 2025 FIRST EXTRAORDINARY GENERAL MEETING
Reference is made to the circular of Jinshang Bank Co., Ltd.* (the "Bank") dated December 3, 2025 (the "Circular"). Unless otherwise specified, capitalised terms used herein shall have the same meanings as those defined in the Circular.
NOTICE IS HEREBY GIVEN that the 2025 first extraordinary general meeting (the "EGM") of the Bank will be held at 10:00 a.m. on Friday, December 19, 2025 at the Conference Room, 22nd Floor, No. 59 Changfeng Street, Xiaodian District, Taiyuan, Shanxi Province, the PRC, to consider and, if thought fit, to pass the following resolutions:
ORDINARY RESOLUTIONS
- To consider and approve the re-election and appointment of Directors for the seventh session of the Board:
(i) to consider and approve Ms. HAO Qiang as an executive Director of the seventh session of the Board;
(ii) to consider and approve Mr. ZHANG Yunfei as an executive Director of the seventh session of the Board;
(iii) to consider and approve Mr. WANG Qi as an executive Director of the seventh session of the Board;
(iv) to consider and approve Mr. GAO Yurong as a non-executive Director of the seventh session of the Board;
(v) to consider and approve Mr. RONG Changqing as a non-executive Director of the seventh session of the Board;
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(vi) to consider and approve Mr. WANG Xiankui as a non-executive Director of the seventh session of the Board;
(vii) to consider and approve Mr. LI Yang as a non-executive Director of the seventh session of the Board;
(viii) to consider and approve Mr. WANG Jianjun as a non-executive Director of the seventh session of the Board;
(ix) to consider and approve Mr. DUAN Qingshan as an independent non-executive Director of the seventh session of the Board;
(x) to consider and approve Ms. HU Zhihong as an independent non-executive Director of the seventh session of the Board;
(xi) to consider and approve Mr. CHAN Ngai Sang Kenny as an independent non-executive Director of the seventh session of the Board;
(xii) to consider and approve Mr. LIANG Yongming as an independent non-executive Director of the seventh session of the Board; and
(xiii) to consider and approve Mr. WU Xiaoping as an independent non-executive Director of the seventh session of the Board.
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To consider and approve the determination of the write-off amount for non-performing assets (credit and non-credit) for 2026.
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To consider and approve the issuance of sci-tech innovation bonds.
By order of the Board
Jinshang Bank Co., Ltd.*
Hao Qiang
Executive Director and Chairwoman
Taiyuan, December 3, 2025
As at the date of this notice, the Board of Directors of the Bank comprises Ms. HAO Qiang, Mr. ZHANG Yunfei and Mr. WANG Qi as executive Directors; Mr. GAO Yurong, Mr. MA Hongchao, Mr. LIU Chenhang, Mr. LI Yang and Mr. WANG Jianjun as non-executive Directors; Mr. WANG Liyan, Mr. DUAN Qingshan, Mr. LIANG Yongming, Ms. HU Zhihong and Mr. CHAN Ngai Sang Kenny as independent non-executive Directors.
- Jinshang Bank Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking/deposit-taking business in Hong Kong.
Notes:
- For more information about the above resolutions, please refer to the Circular.
2. Registration Procedures for Attending the EGM
Individual Shareholders who wish to attend the meeting in person shall produce their identity cards or other effective document(s) or proof of identity and stock account cards. Proxies of individual Shareholders shall produce their effective document of identity and proxy form. A corporate Shareholder should attend the meeting by its legal representative or proxy appointed by the legal representative. A legal representative who wishes to attend the meeting should produce his/her identity card or other valid document(s) evidencing his/her capacity as a legal representative. If being appointed to attend the meeting, the proxy should produce his/her identity card and an authorization instrument duly signed by the legal representative of the corporate Shareholder.
3. Proxy
Any Shareholder entitled to attend and vote at the EGM is entitled to appoint one or more person(s) (if the Shareholder holds two or more issued Shares), whether (each of) such person(s) is a Shareholder or not, as his/her/its proxy or proxies to attend and vote on his/her/its behalf at the EGM. The instrument appointing a proxy must be signed by the Shareholder or his/her attorney duly authorized in writing. For a corporate Shareholder, the proxy instrument must be affixed with the common seal or signed by its director or attorney duly authorized in writing. If the power of attorney of the proxy is signed by the authorized person of the appointer under a power of attorney or other authorization document(s) given by the appointer, such power of attorney or other authorization document(s) shall be notarized and served at the same time as the power of attorney. To be valid, the form of proxy, together with a notarially certified copy of the power of attorney or other authorization document(s) must be delivered by H Shareholders to the Bank's H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for the Shareholders of H Shares) or the office of the Board of Directors at No. 59 Changfeng Street, Xiaodian District, Taiyuan, Shanxi Province, the PRC (for the Shareholders of Domestic Shares) no later than 24 hours before the scheduled time for the holding of the EGM (i.e. 10:00 a.m. on December 18, 2025 (Thursday)) or any adjournment thereof (as the case may be). In case of registered joint holders of any Shares, any one of the registered joint holders can vote on such Shares at the EGM in person or by proxy as if he/she is the only holder entitled to vote. If more than one registered joint holders attend the EGM in person or by proxy, only the vote of the person whose name appears first in the register of members of the Bank relating to such Shares (in person or by proxy) will be accepted as the sole and exclusive vote of the joint holders. After the completion and return of the form of proxy and the power of attorney, you can attend and vote in person at the EGM or any adjournment thereof should you so wish. In this case, the power of attorney will be deemed to have been revoked.
4. Closure of Register of Members
The Bank's register of members will be closed from December 16, 2025 (Tuesday) to December 19, 2025 (Friday), both days inclusive. The Shareholders whose names appear in the Bank's register of members as at the close of business on December 15, 2025 (Monday) shall be entitled to attend and vote at the EGM. For H Shareholders to be eligible for attending and voting at the EGM, all transfer document(s) together with the relevant share certificates and other appropriate document(s) shall be
delivered to the Bank’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 no later than 4:30 p.m. on December 15, 2025 (Monday).
5. Publication of Poll Results
Pursuant to the Listing Rules, all resolutions at the EGM will be voted by poll (except where the chairman decides to allow a resolution relating to a procedural or administrative matter to be voted on by a show of hands). The results of poll will be published on the website of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the website of the Bank (http://www.jshbank.com/) in accordance with the Listing Rules.
6. Miscellaneous
The EGM is expected to last for no more than half a day. Shareholders who attend the meeting in person or by proxy shall bear their own traveling, dining and accommodation expenses.
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