Industrial and Commercial Bank of China : Announcement on Distribution of Dividends for Offshore EUR Preference Sha

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Stock Code: 1398

EUR Preference Shares Stock Code: 4604

USD Preference Shares Stock Code: 4620

Announcement on Distribution of Dividends for

Offshore EUR Preference Shares

1. The Meeting of the Board of Directors Approving the Dividend Distribution Plan of Offshore EUR Preference Shares

The Proposal in respect of Issuance of Offshore Preference Shares by Industrial and Commercial Bank of China Limited was considered and approved at the second extraordinary general meeting for the year 2014 of Industrial and Commercial Bank of China Limited (the "Bank") held on 19 September 2014, which authorised the board of directors of the Bank to handle relevant matters relating to the distribution of dividends of Offshore Preference Shares1. The current dividend distribution plan of Offshore EUR Preference Shares (Stock name: ICBC EURPREF1; Stock code: 4604) was considered and approved at the meeting of the board of directors on 30 October 2020, please refer to the announcement of the resolutions of the board of directors of the Bank published on the HKEXnews website of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and on the website of the Bank (www.icbc-ltd.com).

1. The Dividend Distribution Plan of Offshore EUR Preference Shares
2. 1. Dividend period: From and including 10 December 2019 to but excluding 10 December 2020
   2. Record date: 9 December 2020
   3. Dividend payment date: 10 December 2020

1 The Bank made an offshore issuance of EUR600 million EUR Preference Shares, USD2.94 billion USD Preference Shares and RMB12 billion RMB Preference Shares in 2014. The Bank redeemed the abovementioned USD Preference Shares and RMB Preference Shares in December 2019.

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1. 1. Recipients
      Holders of the Offshore EUR Preference Shares whose names appear on the register of members of the Bank, as maintained by The Bank of New York Mellon (Luxembourg) S.A., at the close of business at 6:00 p.m. (Central European time) of the relevant clearing systems on 9 December 2020.
   2. Tax deductions
      The Bank will distribute dividends for Offshore EUR Preference Shares of EUR40,000,000 (inclusive of tax). According to relevant laws and regulations, when the Bank distributes dividends for Offshore EUR Preference Shares, the enterprise income tax shall be withheld by the Bank at a rate of 10%. According to the requirements of the Terms and Conditions of the Offshore EUR Preference Shares, the Bank will pay such enterprise income tax.
   3. Dividend rate and amount to be paid
      The Terms and Conditions of the Offshore Preference Shares provide that the initial dividend rate before the first redemption date of the Offshore EUR Preference is 6% (post-tax, which is the dividend rate actually received by the holders of the Offshore EUR Preference Shares). According to the principal amount of the Offshore EUR Preference Shares, the dividend rate of the Offshore EUR Preference Shares and the rate of the enterprise income tax, the Bank will distribute dividends for Offshore EUR Preference Shares of EUR40,000,000, of which EUR36,000,000 will be paid to holders of Offshore EUR Preference Shares, and EUR4,000,000 will be withheld and paid as enterprise income tax.
2. Measures for the Implementation of the Dividend Distribution Plan of Offshore EUR Preference Shares

The Bank will entrust The Bank of New York Mellon, London Branch as the paying agent to pay dividends for the Offshore EUR Preference Shares to, or to the order of, The Bank of New York Depository (Nominees) Limited, as nominee for Euroclear Bank SA/NV ("Euroclear") and Clearstream Banking, société anonyme ("Clearstream, Luxembourg"). The Bank expects that Euroclear or Clearstream, Luxembourg, or their nominee, upon receipt of dividends for Offshore EUR Preference Shares, will credit participants' accounts with payments in amounts proportionate to their respective beneficial interests in the Offshore EUR Preference Shares, as shown on the records of Euroclear or Clearstream, Luxembourg, or their nominee.

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Payment by The Bank of New York Mellon, London Branch to or to the order of The Bank of New York Depository (Nominees) Limited will discharge the obligations of the Bank in respect of the relevant payment under such Offshore EUR Preference Shares. Each accountholder must look solely to Euroclear or Clearstream, Luxembourg, as the case maybe, for its share of each payment, and each beneficial owner of Offshore EUR Preference Shares who is not itself an accountholder must look solely to the relevant accountholder through which it holds its Offshore EUR Preference Shares for its share of each payment made to such accountholder.

The Board of Directors of

Industrial and Commercial Bank of China Limited

Beijing, PRC

1 December 2020

As at the date of this announcement, the board of directors comprises Mr. CHEN Siqing, Mr. GU Shu and Mr. LIAO Lin as executive directors, Mr. LU Yongzhen, Mr. ZHENG Fuqing, Ms. MEI Yingchun, Mr. FENG Weidong and Ms. CAO Liqun as non- executive directors, Mr. Anthony Francis NEOH, Mr. YANG Siu Shun, Mr. SHEN Si, Mr. Nout WELLINK and Mr. Fred Zuliu HU as independent non-executive directors.

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