Ping An Insurance of China : (I) VOTING RESULTS OF THE 2019 FIRST EXTRAORDINARY GENERAL MEETING HELD ON TUESDAY, DECEMBER 10, 2019 AND (II) CHANGE OF EXECUTIVE DIRECTORS

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(I) VOTING RESULTS OF THE 2019 FIRST EXTRAORDINARY GENERAL MEETING

HELD ON TUESDAY, DECEMBER 10, 2019

AND

(II) CHANGE OF EXECUTIVE DIRECTORS

The board of directors (the "Board") of Ping An Insurance (Group) Company of China, Ltd. (the "Company") is pleased to announce that the 2019 first extraordinary general meeting of the Company (the "EGM") was held at 2:00 p.m. on Tuesday, December 10, 2019 at Ping An Hall, Ping An School of Financial Management, No. 402, Sili Road, Guanlan, Shenzhen, Guangdong Province, PRC. The EGM adopted both onsite voting and A-share online voting.

The total number of shares of the Company (the "Shares") entitling the holders to attend and vote for or against the resolutions proposed at the EGM was 18,222,646,803 (A Shares in the Company's repurchased securities account are not entitled to vote at the EGM). To the best knowledge, information and belief of the directors of the Company (the "Directors"), there were no restrictions on any shareholder casting votes on any of the proposed resolution at the EGM, and there was no Share entitling the holders to attend and vote only against the resolutions proposed at the EGM. No shareholder had a material interest in the matter considered at the EGM and was required to abstain from voting at the EGM.

The number and ratio of shareholders and authorized proxies present at the EGM are set out as follows:

Number of shareholders and authorized proxies attended the	547
meeting
Of which : number of A shareholders	532
number of H shareholders	15
Total number of shares entitled to vote	7,785,657,439
Of which : total number of shares entitled to vote held by A	2,330,155,240
shareholders
total number of shares entitled to vote held by H	5,455,502,199
shareholders
Percentage to the total number of shares of the Company entitled to	42.590562%
vote
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Of which : percentage of shares entitled to vote held by A	12.746852%
shareholders
percentage of shares entitled to vote held by H	29.843710%
shareholders

The holding of the EGM was in compliance with the requirements of the Company Law of the People's Republic of China, the Rules Governing the Shareholders' General Meetings of the Listed Companies and the provisions of the Articles of Association of Ping An Insurance (Group) Company of China, Ltd. (the "Articles of Association"). The EGM was chaired by Mr. Ma Mingzhe, chairman of the Board and chief executive officer of the Company. Certain Directors, the supervisors of the Company, one candidate for election as executive Director and the secretary to the Board attended the EGM. In accordance with the Articles of Association, voting in respect of the resolutions was conducted by way of poll. Computershare Hong Kong Investor Services Limited, the H share registrar of the Company (the "H Share Registrar"), was appointed by the Company as the scrutineer for the vote-taking at the EGM whereas Beijing Anjie (Shenzhen) Law Firm was appointed as the witnessing lawyer at the EGM.

All resolutions as set out in the notice of EGM dated October 25, 2019 were duly passed. The poll results in respect of the resolutions proposed at the EGM were as follows:

		ORDINARY		FOR	AGAINST		ABSTAIN
	SHARES	PERCEN	SHARES	PERCEN	SHARES	PERCEN
	RESOLUTIONS			TAGE		TAGE			TAGE
					(%)		(%)			(%)
1.		To consider and approve the Resolution regarding the Election of Directors of the Company.
1.01		To consider and
		approve the election
		of Mr. Xie Yonglin
		as an executive
		Director of the	7,619,724,	97.868739	150,759,1	1.936371	15,173,48	0.194890
		Company to hold	767		87	5
		office until the
		expiry of the term of
		the 11th Session of
		the Board.

As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

The appointment of Mr. Xie Yonglin shall become effective upon the approval of his qualification as
Director from China Banking and Insurance Regulatory Commission being obtained.
1.02	To consider and
	approve the election
	of Ms. Tan Sin Yin
	as an executive
	Director of the	7,620,585,	97.879793	149,907,6	1.925434	15,164,38	0.194773
	Company to hold	365	89	5
	office until the
	expiry of the term of
	the 11th Session of
	the Board.
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As more than half of the votes were cast in favour of this resolution, the resolution was duly passed as an ordinary resolution.

The appointment of Ms. Tan Sin Yin shall become effective upon the approval of her qualification as Director from China Banking and Insurance Regulatory Commission being obtained.

		SPECIAL		FOR	AGAINST		ABSTAIN
	SHARES	PERCEN	SHARES	PERCEN	SHARES	PERCEN
	RESOLUTION			TAGE		TAGE			TAGE
					(%)		(%)			(%)
2.		To consider and
		approve the
		Resolution regarding	7,299,985,		468,365,5		17,306,38
		the Proposed	93.761967	6.015748	0.222285
		539		15	5
		Amendments to the
		Articles of
		Association.

As more than two-thirds of the votes were cast in favour of this resolution, the resolution was duly passed as a special resolution.

CHANGE OF EXECUTIVE DIRECTORS

The biographies and the emolument information of Mr. Xie Yonglin and Ms. Tan Sin Yin have been set out in the announcement of the Company dated October 24, 2019 and the circular of the Company dated November 15, 2019.

Save as disclosed above, as at the date of this announcement, there are no other matters relating to the appointments of Mr. Xie Yonglin and Ms. Tan Sin Yin that need to be brought to the attention of the shareholders of the Company nor is there any information to be disclosed pursuant to any of the requirements of Rule 13.51(2) of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited.

By order of the Board

Sheng Ruisheng

Joint Company Secretary

Shenzhen, PRC, December 10, 2019

As at the date of this announcement, the executive Directors are Ma Mingzhe, Lee Yuansiong, Ren Huichuan, Yao Jason Bo and Cai Fangfang; the non-executive Directors are Soopakij Chearavanont, Yang Xiaoping, Liu Chong and Wang Yongjian; the independent non-executive Directors are Ge Ming, Ouyang Hui, Ng Sing Yip, Chu Yiyun and Liu Hong.

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