ANNOUNCEMENT ON THE POLL RESULTS OF THE 2021 THIRD EXTRAORDINARY GENERAL MEETING2021-11-11

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AGRICULTURAL BANK OF CHINA LIMITED

中 國 農 業 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: 1288)

ANNOUNCEMENT ON THE POLL RESULTS OF

THE 2021 THIRD EXTRAORDINARY GENERAL MEETING

The board of directors (the "Board") of Agricultural Bank of China Limited (the "Bank") hereby announces that the 2021 third extraordinary general meeting of the Bank (the "EGM") was held at the Bank's headquarters, No.18B Jianguomen Nei Avenue, Beijing, the PRC on Thursday, 11 November 2021.

The total number of issued ordinary shares of the Bank as at the date of the EGM was 349,983,033,873 shares, which was the total number of shares entitling the holders to attend and vote for, against or abstained any of the resolutions proposed at the EGM. There were no restrictions on the above holder of the Bank's ordinary shares casting votes on any of the proposed resolutions at the EGM. 134 Shareholders and authorised proxies holding an aggregate of 299,770,270,085 ordinary shares, representing 85.652801% of the total voting shares of the Bank were present at the EGM, details of which are set out below:

Total number of Shareholders and authorised proxies attending the EGM	134
Total number of holders of A shares present at the EGM	130
Total number of holders of H shares present at the EGM	4
Total number of voting shares present at the EGM	299,770,270,085
Total number of voting shares held by holders of A shares	288,479,342,739
Total number of voting shares held by holders of H shares	11,290,927,346
Percentage of voting shares present at the EGM in the total voting shares (%)	85.652801
Percentage of voting shares held by holders of A shares in total voting shares (%)	82.426665
Percentage of voting shares held by holders of H shares in total voting shares (%)	3.226136

Note: The total number of the Shareholders attending the EGM includes the Shareholders who attended the EGM on site and Shareholders who attended the EGM by way of online voting. As the resolutions proposed at the EGM do not have to be approved by the holders of preference shares of the Bank, holders of preference shares of the Bank did not attend the EGM.

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The EGM was convened by the Board and chaired by Mr. ZHANG Xuguang, an executive director of the Bank. Voting at the EGM was conducted by poll. Computershare Hong Kong Investor Services Limited, the Bank's H share registrar, was appointed by the Bank as the scrutineer for the voting. The calling, convening and voting method of the EGM was in compliance with laws and regulations of the PRC (including the Company Law of the PRC, the Rules Governing Shareholders' General Meetings of Listed Companies issued by China Securities Regulatory Commission (the "CSRC") and the Implementation Rules for Online Voting at Shareholders' General Meetings of Listed Companies of Shanghai Stock Exchange) and the articles of association of the Bank (the "Articles of Association"). 11 of the 13 directors of the Bank attended the EGM while Mr. GU Shu, the chairman of the Board and Mr. ZHANG Qingsong, the vice chairman of the Board, were unable to attend the EGM due to other business commitments. All of the Bank's eight supervisors attended the EGM. The Bank's secretary to the Board attended the EGM. Other senior management members of the Bank were present at the EGM.

POLL RESULTS

Reference is made to the circular of the EGM of the Bank dated 24 September 2021 containing details of each of the resolutions proposed at the EGM for Shareholders' consideration and approval. Unless otherwise stated, capitalised terms used herein shall have the same meanings as those defined in the aforesaid circular. The poll results in respect of the resolutions proposed at the EGM were as follows:

	Ordinary Resolutions		Number of Votes (%)
	For		Against		Abstained
1.	To consider and approve the 2020 remuneration of the	299,682,835,585		34,071,300		53,363,200
	directors	(99.970833%)		(0.011366%)		(0.017801%)
2.	To consider and approve the 2020 remuneration of the	299,768,530,185		795,200		944,700
	supervisors	(99.999420%)		(0.000265%)		(0.000315%)
3.	To consider and approve the election of Mr. LIU	298,635,911,347		1,050,749,940		83,608,798
	Xiaopeng as a non-executive director of the Bank	(99.621591%)		(0.350518%)		(0.027891%)
4.	To consider and approve the election of Mr. XIAO Xiang	298,569,894,055		1,116,767,932		83,608,098
	as a non-executive director of the Bank	(99.599568%)		(0.372541%)		(0.027891%)
5.	To consider and approve the re-election of Mr. WANG	299,698,391,696		45,207,707		26,670,682
	Jingdong as a supervisor representing shareholders of the	(99.976022%)		(0.015081%)		(0.008897%)
	Bank
6.	To consider and approve the re-election of Ms. LIU	299,764,519,803		779,600		4,970,682
	Hongxia as an external supervisor of the Bank	(99.998082%)		(0.000260%)		(0.001658%)
7.	To consider and approve the election of Mr. XU Xianglin	299,764,560,903		738,500		4,970,682
	as an external supervisor of the Bank	(99.998095%)		(0.000247%)		(0.001658%)
8.	To consider and approve the election of Mr. WANG	299,764,582,903		736,500		4,950,682
	Xixin as an external supervisor of the Bank	(99.998103%)		(0.000246%)		(0.001651%)
9.	To consider and approve the additional budget for	299,564,576,986		204,664,199		1,028,900
	designated poverty alleviation donations	(99.931383%)		(0.068274%)		(0.000343%)

The ordinary resolutions above were duly passed as more than 1/2 of the total votes were cast in favour of each resolution by the Shareholders and authorised proxies present at the EGM.

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In accordance with the relevant regulatory requirements of the CSRC and the Shanghai Stock Exchange, the poll results of the voting of holders of A shares with less than 5% of voting shares in respect of the resolutions involving significant events at the EGM were as follows:

	Ordinary Resolutions		Number of Votes (%)
	For		Against		Abstained
1.	To consider and approve the 2020 remuneration of the	24,819,283,248		4,902,700		52,525,200
	directors	(99.769150%)		(0.019708%)		(0.211142%)
3.	To consider and approve the election of Mr. LIU	24,774,369,740		102,243,708		97,700
	Xiaopeng as a non-executive director of the Bank	(99.588605%)		(0.411002%)		(0.000393%)
4.	To consider and approve the election of Mr. XIAO Xiang	24,763,997,279		112,616,869		97,000
	as a non-executive director of the Bank	(99.546910%)		(0.452700%)		(0.000390%)

LAWYERS' CERTIFICATION

Ms. SU Zheng and Ms. YUAN Bingyu, attorneys from King & Wood Mallesons, witnessed the EGM and issued a legal opinion certifying that the procedures to call and convene the EGM, the qualifications of attendees, the qualification of the caller, the voting process of the EGM and the other relevant issues were in compliance with laws and regulations of the PRC, including the Company Law of the PRC, the Rules Governing Shareholders' General Meetings of Listed Companies issued by the CSRC and the Implementation Rules for Online Voting at Shareholders' General Meetings of Listed Companies of Shanghai Stock Exchange and the Articles of Association. The poll results of the EGM were lawful and valid.

By Order of the Board

Agricultural Bank of China Limited

HAN Guoqiang

Company Secretary

Beijing, the PRC

11 November 2021

As at the date of this announcement, the executive directors are Mr. GU Shu, Mr. ZHANG Qingsong, Mr. ZHANG Xuguang and Mr. LIN Li; the non-executive directors are Mr. LIAO Luming, Mr. LI Qiyun, Mr. LI Wei and Ms. ZHOU Ji; and the independent non-executive directors are Ms. XIAO Xing, Mr. WANG Xinxin, Mr. HUANG Zhenzhong, Ms. LEUNG KO May Yee, Margaret and Mr. LIU Shouying.

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