Luzhou Bank Co., Ltd. — Proxy Solicitation & Information Statement 2025

Jun 9, 2025

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

济州银行股份有限公司

LUZHOUBANKCO.,LTD.

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

(Stock Code: 1983)

NOTICE OF 2024 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that 2024 Annual General Meeting (the “2024 Annual General Meeting”) of Luzhou Bank Co., Ltd. (the “Bank”) will be held at 9:00 a.m. on Monday, June 30, 2025 at Meeting Room 1101, 11th Floor, Building 1, No.18, Section 3, Jiucheng Avenue, Jiangyang District, Luzhou City, Sichuan Province, the People’s Republic of China (the “PRC”) to consider and, if thought fit, to pass the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the 2024 annual report of the Bank;
2. To consider and approve the 2024 work report of the board of directors of the Bank;
3. To consider and approve the 2024 work report of the board of supervisors of the Bank;
4. To consider and approve the 2024 evaluation report on the performance of duties by the Directors, Supervisors and senior management of the Bank;
5. To consider and approve the 2024 final financial accounts report of the Bank;
6. To consider and approve the 2024 profit distribution plan of the Bank;
7. To consider and approve the report on related party transactions for 2024 of the Bank;
8. To consider and approve the 2025 financial budget plan of the Bank;
9. To consider and approve the engagement of external auditors of the Bank and their remuneration for 2025;

SPECIAL RESOLUTIONS

1. To consider and individually approve each of the following items of the resolution on the non-public issuance of H Shares by the Bank under Specific Mandate:

10.1 Class and nominal value of Shares issued;
10.2 Method of issuance;
10.3 Target places;
10.4 Subscription method;
10.5 Size of issuance;

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10.6 Method of pricing;
10.7 Use of proceeds;
10.8 Allocation of accumulated undistributed profits;
10.9 Time of issuance;
10.10 Validity period of the resolutions; and
10.11 Listing arrangements.

1. To consider and approve the resolution on the granting of authorization to the Board and its authorized persons to deal with matters in relation to the non-public issuance of H Shares in their sole discretion;
2. To consider and approve the resolution on the corresponding change of the registered capital in relation to non-public issuance of H Shares;
3. To consider and approve the resolution on the corresponding amendments to the Articles of Association in relation to non-public issuance of H Shares;
4. To consider and approve the 2025 fixed assets investment plan of the Bank;
5. To consider and approve the resolution on the proposed amendments to the Articles of Association of the Bank;
6. To consider and approve the resolution on the proposed amendments to the Rules of Procedure of the Shareholders' General Meeting of the Bank;
7. To consider and approve the resolution on the proposed amendments to the Rules of Procedure of the Board of Directors of the Bank; and
8. To consider and approve the resolution on the proposed abolishment of the Board of Supervisors.

By order of the Board
Luzhou Bank Co., Ltd.*
YOU Jiang
Chairman

Luzhou, the PRC
June 10, 2025

• Luzhou 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.

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Notes:

1. The register of members of the Bank will be closed from Wednesday, June 25, 2025 to Monday, June 30, 2025 (both dates inclusive), during which period no transfer of shares of the Bank (the "Shares") will be registered. In order to be entitled to attend and vote at the 2024 Annual General Meeting, all transfer documents together with the relevant share certificates must be deposited 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 (for H Shareholders) or the Bank's office of the Board of Directors (Address: Building 1, No. 18, Section 3, Jiucheng Avenue, Jiangyang District, Luzhou City, Sichuan Province, the PRC) (for Domestic Shareholders) for registration by no later than 4:30 p.m. on Tuesday, June 24, 2025.

2. A shareholder of the Bank (the "Shareholder") who is entitled to attend and vote at the 2024 Annual General Meeting may appoint one or more proxies (the "Proxy" or "Proxies") to attend and, in the event of a poll, vote on his or her behalf. A Proxy need not be a Shareholder.

3. The instrument appointing a proxy must be in writing under the hand of the attorney duly authorized by a Shareholder in writing. In the case of a corporate Shareholder, that instrument must be executed either under its seal or under the hand of its director or other attorney duly authorized to sign the same.

4. In order to be valid, the form of proxy must be deposited to the Bank's H Share Registrar, Computershare Hong Kong Investor Services Limited (Address: 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong) (for H Shareholders) or the office of the Board of Directors of the Bank (Address: Building 1, No. 18, Section 3, Jiucheng Avenue, Jiangyang District, Luzhou City, Sichuan Province, the PRC, Postcode: 646000) (for Domestic Shareholders), not less than 24 hours before the time for holding the 2024 Annual General Meeting (i.e. not later than 9:00 a.m. on Sunday, June 29, 2025). If the form of proxy is signed by a person under a power of attorney or other authority, a notarial certified copy of that power of attorney or other authority shall be deposited at the same time as mentioned in the form of proxy. Completion and return of the form of proxy will not preclude Shareholders from attending and voting in person at the 2024 Annual General Meeting or any adjourned meetings thereof should he/she so wishes.

5. Shareholders shall produce their identity documents and supporting documents in respect of the Shares held when attending the 2024 Annual General Meeting. If a corporate Shareholder appoints an authorized representative to attend the 2024 Annual General Meeting, the authorized representative shall produce his/her identity documents and a notarial certified copy of the relevant authorization instrument signed by the board of directors or other authorized parties of the corporate Shareholders or other notarial certified documents allowed by the Bank. Proxies shall produce their identity documents and the form of proxy signed by the Shareholders or their attorney when attending the 2024 Annual General Meeting.

6. Shareholders who intend to attend and vote at the 2024 Annual General Meeting should complete and return the reply slip in writing by hand, by fax or by post to the Bank's H Share Registrar, Computershare Hong Kong Investor Services Limited (Address: 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong; fax number: +852-2865 0990) (for H Shareholders) or the office of the Board of Directors of the Bank (Address: Building 1, No. 18, Section 3, Jiucheng Avenue, Jiangyang District, Luzhou City, Sichuan Province, the PRC, Postcode: 646000; fax number: +86-830-3100625) (for Domestic Shareholders) on or before Thursday, June 19, 2025.

7. The 2024 Annual General Meeting is expected to be held for less than half a day. Shareholders who intend to attend the 2024 Annual General Meeting shall arrange and bear their own transportation and accommodation expenses.

8. The name and address of the Bank's H Share Registrar are as follows:

Computershare Hong Kong Investor Services Limited
Shops 1712-1716, 17th Floor, Hopewell Centre
183 Queen's Road East
Wanchai
Hong Kong
Tel: +852-2862 8555
Fax: +852-2865 0990

1. The registered address of the Bank in the PRC is as follows:

Building 1, No. 18, Section 3, Jiucheng Avenue, Jiangyang District
Luzhou City
Sichuan Province
the PRC
Contact person: office of the Board of Directors
Tel: +86-830-2362606
Fax: +86-830-3100625

As at the date of this announcement, the Board comprises Mr. YOU Jiang and Mr. LIU Shirong as executive Directors; Ms. PAN Lina, Mr. XIONG Guoming, Mr. LUO Huoming and Ms. CHEN Ping as non-executive Directors; and Mr. ZHONG Jin, Mr. GAO Jinkang, Mr. CHING Yu Lung, Mr. HAN Zirong and Mr. FAN Jingdong as independent non-executive Directors.