Agricultural Bank of China : Notice of the 2020 Second Extraordinary General Meeting2020-10-12

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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)

NOTICE OF THE 2020 SECOND EXTRAORDINARY

GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2020 second extraordinary general meeting (the "EGM") of Agricultural Bank of China Limited (the "Bank") will be held at 2:45 p.m. on Friday, 27 November 2020, at the Bank's headquarters, No.18B Jianguomen Nei Avenue, Beijing, the PRC to consider and, if thought fit, pass the following businesses:

ORDINARY RESOLUTIONS

1. To consider and approve the 2019 remuneration of the Directors;
2. To consider and approve the 2019 remuneration of the Supervisors;
3. To consider and approve the election of Ms. ZHOU Ji as a non-executive Director of the Bank; and
4. To consider and approve the election of Mr. FAN Jianqiang as a Supervisor representing Shareholders of the Bank.

The Board of Directors of

Agricultural Bank of China Limited

Beijing, the PRC

13 October 2020

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Notes:

1. Purchasers of shares who have submitted their stocks and instruments of share transfer to the H share registrar of the Bank and registered as a shareholder on the H share register of members of the Bank before 4:30 p.m. on 27 October 2020 are entitled to attend the EGM. The H share register of members of the Bank will be closed from 28 October 2020 to 27 November 2020 (both days inclusive).
2. Shareholders of H shares who are entitled to attend and vote at the EGM may designate one or more proxies to attend and vote at the EGM on his/her behalf. A proxy need not be a shareholder of the Bank.
   To be valid, the proxy form together with the power of attorney (if any) and other relevant authorisation document(s) (if any) which have been notarised shall be deposited at the H share registrar of the Bank, Computershare Hong Kong Investor Services Limited, not less than 24 hours before the time designated for the EGM (i.e. by 2:45 p.m. on Thursday, 26 November 2020). Completion and return of the proxy form will not preclude the shareholders of H Shares from attending and voting at the EGM or any adjourned meeting should they so wish.
   The address of the H share registrar of the Bank is as follows:
   Computershare Hong Kong Investor Services Limited 17M Floor
   Hopewell Centre
   183 Queen's Road East Wanchai
   Hong Kong
3. Any voting at the EGM shall be taken by poll.
4. Registration procedures for attending the EGM are as follows:
5. 1. holders of H shares or their proxies shall present proof of identity when attending the EGM. If a holder of H shares is a corporate entity, its legal representative or other persons authorised by the board of directors or other governing body of such corporate entity may attend the EGM with the resolutions of the board of directors or other governing body of such corporate entity designating such persons to attend the EGM.
   2. holders of H Shares who intend to attend the EGM in person or by proxy are required to complete and return the reply slip in person, by mail or by fax to the H share registrar of the Bank, Computershare Hong Kong Investor Services Limited, on or before Saturday, 7 November 2020.
6. The EGM is expected to last for half a day. Shareholders attending (in person or by proxy) the EGM shall be responsible for their own travel and accommodation expenses.
7. Please refer to the circular of the EGM dated 13 October 2020 for the details of the above resolutions to be proposed at the EGM for consideration and approval.

As at the date of this notice, the executive directors are Mr. ZHOU Mubing, Mr. ZHANG Qingsong and Ms. ZHANG Keqiu; the non-executive directors are Mr. ZHU Hailin, Mr. LIAO Luming, Mr. LI Qiyun, Mr. LI Wei and Mr. WU Jiangtao; 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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