招商 銀行股份 有限公司

CHINA MERCHANTS BANK CO., LTD.

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

(H Share Stock Code: 03968)

(Preference Share Stock Code: 04614)

PROXY FORM FOR THE 2020 FIRST EXTRAORDINARY GENERAL MEETING

I/We (Note 1):

Address and Postal Code:

ID No.

being the holder(s) of the shares of

China Merchants Bank Co., Ltd. (the "Company" or "China Merchants Bank"): H Shares:

(Note 2)

hereby appoint the Chairman of the Meeting (Note 3) or

holder of ID No.

with contact no.

of (address)

to act as my/our proxy to attend the 2020 First Extraordinary General Meeting (the "Meeting") to be held at the Conference Room, 5/F, China Merchants Bank Tower, No. 7088 Shennan Boulevard, Futian District, Shenzhen, Guangdong, the PRC at 9:30 a.m. on Wednesday, 9 September 2020 or any adjournment thereof and to vote on my/our behalf on the resolution as directed below. In the absence of any indication, my/our proxy may vote for or against or abstain from voting on the resolution at his/her own discretion.

ORDINARY RESOLUTION

FOR

AGAINST

ABSTAINED

(Note 4)

(Note 4)

(Note 4)

1. Resolution regarding the Election of Mr. Miao Jianmin as a Non-executive Director of the Company

Date:

2020

Signature (Note 5):

Notes:

  1. Please insert full name(s) and address (must be the same as stated in the register of members of the Company) in BLOCK CAPITALS.
  2. Please insert the number of H shares registered in your name(s) which relates to this proxy form. If no number is inserted, this proxy form will be deemed to relate to all the H Shares in the capital of the Company registered in your name(s).
  3. In accordance with the requirements regarding the prevention and control of the COVID-19 pandemic imposed by governments at all levels recently, the Company recommends Shareholders of H Shares and attorneys duly authorised by Shareholders of H Shares to attend the Meeting by first appointing the Chairman of the Meeting to vote. If any proxy other than the Chairman of the Meeting is preferred, please cross out the words "the Chairman of the Meeting" and insert the name, ID no., contact number and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend the Meeting and to vote on your behalf. A proxy may not necessarily be a shareholder of the Company, but the proxy must attend the Meeting in person. Any changes made to this proxy form should be initialled by the person who signs it.
  4. If you wish to vote for a resolution, please indicate with a "" in the appropriate space under "For". If you wish to vote against a resolution, please indicate with a "" in the appropriate space under "Against". If you wish to abstain from voting on a resolution, please indicate with a "" in the appropriate space under "Abstained". The shares abstained will be counted in the calculation of the required majority. Unless you direct in the proxy form, the proxy will also be entitled to vote at his/her discretion for any resolution duly put to the Meeting. You should give your opinion as any one of the following: "For", "Against" or "Abstained". Any vote which is not filled or filled wrongly or with unrecognizable writing or not cast will be deemed as having waived your voting rights, and the corresponding poll will be counted as "Abstained".
  5. This form of proxy must be signed by you or your attorney duly authorised in writing. If the shareholder is a domestic legal entity, the proxy form must be under its company seal and signed by its legal representative; if the shareholder is an overseas legal entity, the proxy form must be either under its company seal or signed by its director(s) or the attorney(s) duly authorised by its board of directors.
  6. For the method of submission of the proxy form for Shareholders of H shares, please refer to the notice(s) for the Meeting.
  7. In the case of joint holders of any shares, any one of such holders may vote at the Meeting, either in person or by proxy, as if he is the only one entitled to do so among the joint holders; however, if more than one of such joint holders are present at the Meeting whether attending in person or by proxy, the vote of the person, whose name stands first on the register of members in respect of such shares shall be accepted.
  8. Completion and return of the form of proxy shall not preclude shareholder from attending and voting in person at the Meeting. If the shareholder attends the Meeting in person, the proxy form shall be deemed to be revoked.
  9. The resolution at the Meeting is an ordinary resolution and the passing of such resolution shall be approved by more than one-half of the total voting rights held by the shareholders (including their proxies) with voting rights attending the Meeting.
  10. Both the original and the duplicate of this proxy form are acceptable.

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China Merchants Bank Co. Ltd. published this content on 21 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 August 2020 12:41:49 UTC