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

(Stock Code: 2328)

Proxy Form for the Annual General Meeting to be held on 18 June 2021

I/We (Note 1)

of

being the registered holder(s) of (Note 2)

shares of RMB1.00 each in the share capital of PICC Property and Casualty Company Limited (the "Company") HEREBY APPOINT THE CHAIRMAN OF THE MEETING or (Note 3)

of

as my/our proxy to attend and act for me/us at the annual general meeting of the Company to be held at PICC Building, No. 88 Xichang'an Street, Xicheng District, Beijing, the People's Republic of China on 18 June 2021 (Friday) at 10:30 a.m. (the "Meeting") (and any adjournment thereof) for the purposes of considering and, if thought fit, passing the resolutions as set out in the notice

convening the Meeting and at the Meeting (and at any adjournment thereof) to vote for me/us and in my/our name(s) in respect of the resolutions as indicated below (Note 4).

ORDINARY RESOLUTIONS

FOR (Note 4)

AGAINST (Note 4)

1. To consider and approve the appointment of Mr. Yu Ze as an executive director of the Company with the term of office, upon approval at the general meeting, commencing from the date of obtaining approval for his Director qualification from the CBIRC and ending upon the expiry of the term of appointment of the 5th session of the Board of the Company.

2. To consider and approve the Report of the Board of Directors of the Company for 2020.

3. To consider and approve the Report of the Supervisory Committee of the Company for 2020.

4. To consider and approve the audited financial statements and the Auditor's Report of the Company for the year ended 31 December 2020.

5. To consider and approve the profit distribution plan of the Company for 2020.

6. To consider and approve directors' fees for 2021.

7. To consider and approve supervisors' fees for 2021.

  1. To consider and appoint PricewaterhouseCoopers as the international auditor of the Company and appoint PricewaterhouseCoopers Zhong Tian LLP as the domestic auditor of the Company to hold office until the conclusion of the next annual general meeting, and to authorise the Board of Directors to fix their remuneration.
  2. To consider and approve the performance report and the performance evaluation results of the Independent Directors of the Company for 2020.

SPECIAL RESOLUTIONS

FOR (Note 4)

AGAINST (Note 4)

  1. To consider and approve the proposed amendments to the Articles of Association as set out in Appendix III to this circular, and to authorise the chairman of the Board of Directors to make amendments to the Articles of Association as he deems necessary, appropriate and expedient in accordance with the applicable laws and regulations and the requirements of the CBIRC and other relevant authorities. The amendments to the Articles of Association as referred to in this special resolution shall become effective subject to the relevant approval of the CBIRC.
  2. To grant a general mandate to the Board of Directors to separately or concurrently issue, allot or deal with additional domestic shares and H shares in the Company not exceeding 20% of each of the aggregate nominal amount of the domestic shares and H shares of the Company in issue within 12 months from the date on which shareholders' approval is obtained, and to authorise the Board of Directors to increase the registered capital of the Company and make corresponding amendments to the Articles of Association of the Company as it thinks fit so as to reflect the new capital structure upon the issuance or allotment of shares.
  3. To consider and approve the issue of a 10-year capital supplementary bonds in an aggregate amount of RMB15 billion by the Company within 12 months from the date of approval by the AGM, and to authorise the Board of Directors to delegate the management of the Company to determine and implement a detailed plan for the issue, including but not limited to the issue date, issue size, form of the issue, tranches and number of the issue, coupon rate and conditions and deal with relevant specific matters relating to the issue, and do all such acts and things and execute all such documents as it may in its opinion consider necessary, appropriate or expedient.

ORDINARY RESOLUTION

FOR (Note 4)

AGAINST (Note 4)

13. To consider and approve the proposed amendments to the Procedural Rules for the Board of Directors as set out in Appendix IV to this circular, and to authorise the chairman of the Board of Directors to make corresponding revisions to these proposed amendments as he deems necessary and appropriate in accordance with the requirements imposed by the relevant regulatory authorities and by the stock exchange of the place where the Company is listed from time to time during the approval process.

Date:

Signature(s) (Note 5):

Notes:

  1. Please insert full name(s) and address(es) as shown in the register of members of the Company in BLOCK CAPITALS.
  2. Please insert the number of shares registered in your name(s) and type of shares (domestic shares or H shares) to which this proxy form relates. If no number of shares is inserted, this proxy form will be deemed to relate to all shares registered in your name(s).
  3. If any proxy other than the Chairman of the Meeting is preferred, strike out the words "THE CHAIRMAN OF THE MEETING or" and insert the name and address of the proxy desired in the space provided. A shareholder entitled to attend and vote at the Meeting may appoint one or more proxies to attend and vote in his stead. A proxy need not be a shareholder of the Company but must attend the Meeting in person to represent you. ANY ALTERATION MADE TO THIS PROXY FORM MUST BE INITIALLED BY THE PERSON(S) WHO SIGNS IT.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, TICK () IN THE RELEVANT BOX BELOW THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK () IN THE RELEVANT BOX BELOW THE BOX MARKED "AGAINST". If no direction is given, your proxy may vote or abstain at his discretion. Your proxy will also be entitled to vote or abstain at his discretion on any resolution properly put to the Meeting other than that referred to in the notice convening the Meeting.
  5. This proxy form must be signed by you or your attorney duly authorised in writing. In case of a corporation, the same must be executed either under its common seal or under the hand of its director(s) or duly authorised attorney. If the proxy form is signed by an attorney of the shareholder, the power of attorney authorising that attorney to sign or other authorisation document must be notarised.
  6. In case of joint holders of any shares, any one of such joint holders may vote at the Meeting, either in person or by proxy, in respect of such shares as if he is solely entitled thereto. However, if more than one of such joint holders are present at the Meeting, in person or by proxy, the vote of the joint holder whose name stands first on the register of members, whether in person or by proxy, will be accepted to the exclusion of the votes of other joint holder(s).
  7. In order to be valid, this proxy form together with the notarised power of attorney or other authorisation document (if any) must be deposited at the Board of Directors Office of the Company for holders of domestic shares and at the Company's H share registrar, Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, for holders of H shares not less than 24 hours before the time fixed for the holding of the Meeting or any adjournment thereof (as the case may be). Completion and return of a proxy form will not preclude a shareholder from attending and voting in person at the Meeting or any adjournment thereof if he so wishes.
  8. Shareholders or their proxies attending the Meeting (and any adjournment thereof) shall produce their identity documents.

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PICC Property & Casualty Co. Ltd. published this content on 30 April 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 30 April 2021 09:33:04 UTC.