㛬ҳᗇՎ

HENGTOU SECURITIES

(a joint stock company incorporated in the People's Republic of China with limited liability under the Chinese corporate name "㛬इՎٰ΅Ϟࠢʮ̡" and carrying on business in Hong Kong as "㛬ҳᗇՎ" (in Chinese) and "HENGTOU SECURITIES" (in English))

(the "Company")

(Stock Code: 01476)

FORM OF PROXY FOR THE 2021 FIRST EXTRAORDINARY GENERAL MEETING TO

BE HELD ON 7 MAY 2021 AND ANY ADJOURNMENT THEREOF

Number and class of shares to which this form of proxy relates(Note 1)

I/We(Note 2)

of address being the registered holder(s) of domestic shares/H shares(Note 3) of RMB1.00 each in the share capital of the Company, hereby appoint the chairman of the meeting,

or(Note4)

of (address)

,as my/our proxy to attend and vote for me/us and on my/our behalf at the 2021 first extraordinary general meeting of the Company (the "EGM") to be held at the meeting room at 11/F, China Life Centre, No. 17 Finance Street, Xicheng District, Beijing, the People's Republic of China (the "PRC") at 9:00 a.m. on Friday, 7 May 2021 or at any adjournment thereof as indicated hereunder in respect of the resolutions set out in the notice of EGM dated 22, March 2021. In the absence of any indication, the proxy may vote at his/her own discretion.

SPECIAL RESOLUTIONS

For (Note 5)

Against (Note 5)

Abstain (Note 5)

1.

To consider and approve the proposed issue of Short-term Corporate Bonds in the PRC

2.

To consider and approve the proposed issue of Short-term Financing Bonds in the PRC

3.

To consider and approve the proposed issue of Perpetual Subordinated Bonds in the PRC

4

To consider and approve the proposed amendments to the Articles of Association

ORDINARY RESOLUTIONS

For (Note 5)

Against (Note 5)

Abstain (Note 5)

5

To consider and approve the proposed amendments to the Rules of Procedure for General Meetings

6

To consider and approve the proposed amendments to the Connected Transactions Management Policy

Datej

2021

Signature (Note 6)j

Notes:

  • 1. Please insert the number and class of shares of the Company registered in your name(s) relating to this form of proxy. If the number and class are inserted, this form of proxy will be deemed to relate only to those shares. If no number and class are inserted, the form of proxy will be deemed to relate to all shares of the Company registered in your name(s).

  • 2. Please insert the full name(s) (in Chinese or English) and registered address(es) as shown on the register of members of the Company in BLOCK letters.

  • 3. Please insert the number of shares of the Company registered in your name(s) and select the class of shares (delete as appropriate). If no number and class of shares are inserted, the form of proxy will be deemed to relate to all shares of the Company registered in your name(s).

  • 4. If any proxy other than the chairman of the meeting of the Company is preferred, please cross out the words "THE CHAIRMAN OF THE MEETING, OR" and insert the name(s) and registered address(es) of the proxy(ies) desired in the spaces provided. A shareholder of the Company (the "Shareholder") may appoint one or more proxies to attend and vote on his/her behalf. A proxy need not be a Shareholder. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.

  • 5. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "FOR" OR INSERT THE RELEVANT NUMBER OF SHARES. IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "AGAINST" OR INSERT THE RELEVANT NUMBER OF SHARES. IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "ABSTAIN" OR INSERT THE RELEVANT NUMBER OF SHARES. If no direction is given, your proxy may vote at his/her own discretion. Your proxy will also be entitled to vote or abstain at his discretion on any resolution properly put to the EGM other than those referred to in the notice convening the EGM. Any vote which is not filled or filled wrongly or with unrecognizable writing or not casted will be deemed as having been waived by you and the corresponding vote will be counted as "Abstain". The shares abstained will be counted in the calculation of the required majority.

  • 6. This form of proxy must be signed by you, or your attorney duly authorised in writing or, in the case of a legal person, must be either executed under its common seal or under the hand of its directors or attorney duly authorised.

  • 7. In the case of joint holders of any shares of the Company, any one of such persons may vote at the EGM, either personally or by proxy, in respect of such shares as if he was solely entitled thereto. However, if more than one of such joint holders are present at the EGM, either personally or by proxy, then the vote of the person, whose name stands first on the register of members of the Company in respect of such shares shall be accepted to the exclusion of the vote(s) of the other joint holder(s).

  • 8. If the form of proxy is signed by another person under a power of attorney or other authorisation documents given by the appointer, such power of attorney or other authorisation documents shall be notarised. The form of proxy and the notarised power of attorney or other authorisation documents must be lodged with the Company's H share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong (for holders of H shares of the Company) or the head office of the Company in the PRC at 11/F, China Life Centre, No. 17 Finance Street, Xicheng District, Beijing, the PRC (for holders of domestic shares of the Company) not less than 24 hours before the time fixed for holding the EGM (i.e. before 9:00 a.m. on Thursday, 6 May 2021) or any adjournment thereof.

  • 9. The EGM is expected to take less than half a day. Shareholders who attend the EGM shall be responsible for their own travel and accommodation expenses. Shareholders or their proxy(ies) shall show proof of their identities when attending the EGM.

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Hengtai Securities Co. Ltd. published this content on 19 March 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 March 2021 15:24:06 UTC.