Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Weihai Bank Co., Ltd. Proxy Solicitation & Information Statement 2025

Sep 14, 2025

51132_rns_2025-09-14_6275cc78-a2df-4764-8ca2-a336c2034c64.pdf

Proxy Solicitation & Information Statement

Open in viewer

Opens in your device viewer

威海银行

WEIHAI BANK

WEIHAI BANK CO., LTD.*

威海銀行股份有限公司*

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

(Stock Code: 09677)

PROXY FORM

FOR THE 2025 FIRST H SHAREHOLDERS CLASS MEETING

TO BE HELD ON MONDAY, SEPTEMBER 29, 2025 (OR ANY ADJOURNMENT THEREOF)

Number of shares to which this Proxy Form relates(Note 1)

I/We $^{(Note 2)}$

of

(address as shown in the register of members) being the holder(s) of

H shares (the "H Shares") $^{(Note 3)}$ of RMB1.00 each of Weihai Bank Co., Ltd.* (the "Bank"), hereby appoint the Chairman of the meeting or $^{(Note 4)}$

of

as my/our proxy(ies) to attend, act and vote for me/us and on my/our behalf at the 2025 First H Shareholders Class Meeting (the "2025 First H Shareholders Class Meeting") to be held at the Conference Room, 3/F, Weihai Bank Digital Financial Center, No. 137A, Qingdao North Road, Weihai City, Shandong Province, the PRC on Monday, September 29, 2025 immediately after the 2025 First Extraordinary General Meeting (to be held at 9:00 a.m.) and the 2025 First Domestic Shareholders Class Meeting to be held on the same day, or any adjournment thereof as hereunder indicated in respect of the resolutions set out in the notice of the 2025 First H Shareholders Class Meeting, and, if no such indication is given, as my/our proxy(ies) think(s) fit.

Unless otherwise stated, terms used in the notice of the 2025 First H Shareholders Class Meeting dated September 14, 2025 in connection with the resolutions below shall have the same meaning when used herein.

SPECIAL RESOLUTIONS FOR^{(Note 5)} AGAINST^{(Note 5)} ABSTAIN^{(Note 5)}
1. To consider and approve item by item the following items of the resolution regarding the Proposed Issuance of Domestic Shares to Specific Target Places:
1.1 Type and par value of Shares to be issued
1.2 Number of Shares to be issued
1.3 Target places
1.4 Pricing and total proceeds
1.5 Method of Issuance
1.6 Timing of Issuance
1.7 Use of proceeds
1.8 Distribution of retained profit
1.9 Lock-up arrangement
1.10 Validity period

SPECIAL RESOLUTIONS FOR(Note 5) AGAINST(Note 5) ABSTAIN(Note 5)
2. To consider and approve item by item the following items of the resolution regarding the Proposed Non-public Issuance of H Shares:
2.1 Type and par value of Shares to be issued
2.2 Number of Shares to be issued
2.3 Target places
2.4 Pricing and total proceeds
2.5 Method of Issuance
2.6 Timing of Issuance
2.7 Use of proceeds
2.8 Distribution of retained profit
2.9 Validity period
2.10 Listing arrangement
3. To consider and approve the resolution regarding the Authorization of the Board of Directors to Complete the Matters Related to the Proposed Issuance of Domestic Shares to Specific Target Places and the Non-public Issuance of H Shares
4. To consider and approve the resolution on Proposed Amendments to the Articles of Association
ORDINARY RESOLUTION FOR(Note 5) AGAINST(Note 5) ABSTAIN(Note 5)
5. To consider and approve the resolution regarding the Entry into of the Domestic Shares Subscription Agreements and the Connected Transaction in Respect of the Subscription of Domestic Shares by the Shandong Hi-Speed Subscribers

Date: 2025

Signature(s) $\left( {\text{Note}6}\right)$ :

Notes:

  1. Please insert the number of shares registered in your name(s) to which this proxy form relates. If no number is inserted, this proxy form will be deemed to relate to all the shares in the Bank registered in your name(s).
  2. Please insert your full name(s) and address(es) (as shown in the register of members) in BLOCK LETTERS.
  3. Please insert the number of H Shares.
  4. If any proxy other than the Chairman of the meeting is preferred, delete the words "the Chairman of the meeting or" and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a shareholder of the Bank. A proxy of a shareholder who has appointed more than one proxy may only vote on a poll. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE DULY INITIALED BY THE PERSON WHO SIGNS IT.
  5. IMPORTANT: ALL RESOLUTIONS IN THIS 2025 FIRST H SHAREHOLDERS CLASS MEETING ARE NON-CUMULATIVE VOTING RESOLUTIONS. IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK IN THE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, TICK IN THE BOX MARKED "ABSTAIN". The shares "abstained" from voting will be counted in the calculation of the required majority. Where there are ballots on which the words are not filled in, wrongly filled in or unintelligible or the ballots that are not voted, the voters shall be regarded as having relinquished their voting rights and the voting results of their shares shall be regarded as "abstention". If you do not indicate how you wish your proxy to vote, your proxy will be entitled to exercise his/her discretion. Unless you have indicated otherwise in this proxy form, your proxy will also be entitled to vote at his/her discretion on any resolution properly put forward at the 2025 First H Shareholders Class Meeting.
  6. This proxy form must be in writing under the hand of the shareholder or his/her attorney duly authorized in writing. For a corporate shareholder, this proxy form must be affixed with the common seal or signed by its director or attorney duly authorized or other persons in charge.

  1. Where there are joint holders of any shares, any one of such persons may vote at the 2025 First H Shareholders Class Meeting, either in person or by proxy, in respect of such shares as if he/she were solely entitled thereto. However, if more than one of such joint holders is present at the 2025 First H Shareholders Class Meeting, either in person or by proxy, then one of the said persons so present whose name stands first in the register of members in respect of such shares shall alone be entitled to vote in respect thereof.

  2. The proxy form (together with a notarially certified copy of the power of attorney or other authority (if any) if this proxy form is signed by a person on behalf of the appointor) must be delivered by H Shareholders to the H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong not later than 24 hours before the time for holding the 2025 First H Shareholders Class Meeting or any adjournment thereof.

  3. You are reminded that completion and return of this proxy form will not preclude you from attending and voting in person at the 2025 First H Shareholders Class Meeting or any adjournment thereof if you so wish.

  4. Weihai 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.