THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares in Bank of Co., Ltd.*, you should at once hand this circular, together with the form(s) of proxy and the reply slip(s) to the purchaser(s) or transferee(s) or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser(s) or transferee(s). Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this circular.

Bank of Jiujiang Co., Ltd.* 九江銀行股份有限公司* (A joint stock company incorporated in the People’s Republic of with limited liability) (Stock code: 6190)

2018 DIRECTORS’ REPORT 2018 SUPERVISORS’ REPORT 2018 ANNUAL REPORT 2018 EVALUATION REPORT OF DIRECTORS AND SENIOR MANAGEMENT FROM THE BOARD OF DIRECTORS 2018 EVALUATION REPORT OF DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT FROM THE BOARD OF SUPERVISORS 2018 EVALUATION REPORT OF SUBSTANTIAL SHAREHOLDERS 2018 FINAL FINANCIAL ACCOUNTS 2019 FINANCIAL BUDGET PLAN APPOINTMENT OF ACCOUNTING FIRM FOR THE YEAR 2019 APPOINTMENT OF OFFSHORE DIVIDEND AGENCY ELECTION OF MR. LU TINGFU AS A SHAREHOLDER SUPERVISOR OF THE FIFTH BOARD OF SUPERVISORS 2018 SPECIAL REPORT ON CONNECTED TRANSACTIONS ESTIMATE AMOUNT OF THE RECURRING CONNECTED TRANSACTIONS FOR THE YEAR 2019 2018 EVALUATION REPORT OF INTERNAL CONTROL EXECUTION OF 2018 BUDGET FOR INFORMATION TECHNOLOGY 2019 BUDGET FOR INFORMATION TECHNOLOGY 2018 PROFIT DISTRIBUTION PLAN ISSUANCE OF GREEN FINANCE BOND AND NOTICE OF THE 2018 ANNUAL GENERAL MEETING

The Letter from the Board is set out on pages 3 to 11 of this circular. The annual general meeting (“AGM”) will be held at 10:00 a.m. on Tuesday, 21 May 2019 at the Conference Room on 4th Floor, Bank of Jiujiang Mansion, No. 619 Changhong Avenue, Lianxi , Jiujiang, Province, PRC. The notice of the AGM is set out on pages 58 to 61 of this circular and was despatched on 4 April 2019. If you intend to attend the AGM (in person or by proxy), you are required to complete the reply slip in accordance with the instructions printed thereon and deliver the reply slip to the H Share Registrar of the Bank, Computershare Hong Kong Investor Services Limited (for the H Shareholders) or the office of the Board of Directors of the Bank (for the Domestic Shareholders) on or before 1 May 2019 (Wednesday). Whether or not you intend to attend and/or vote at the AGM in person, you are required to complete the form of proxy in accordance with the instructions printed thereon and deliver the form of proxy to the H Share Registrar of the Bank, Computershare Hong Kong Investor Services Limited (for the H Shareholders) or the office of the Board of Directors of the Bank (for the Domestic Shareholders) as soon as possible and in any event not less than 24 hours before the scheduled time for the holding of the AGM or any adjournment thereof. Completion and return of the form of proxy will not preclude you from attending in person or voting at the AGM or any adjournment thereof should you so wish. The form of proxy and reply slip for the AGM were despatched on 4 April 2019. 29 April 2019

* Bank of Jiujiang Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking and/or deposit-taking business in Hong Kong. CONTENT

DEFINITIONS ...... 1

LETTER FROM THE BOARD ...... 3

APPENDIX I - 2018 EVALUATION REPORT OF DIRECTORS AND SENIOR MANAGEMENT FROM THE BOARD OF DIRECTORS ...... 12

APPENDIX II - 2018 EVALUATION REPORT OF DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT FROM THE BOARD OF SUPERVISORS ...... 21

APPENDIX III - 2018 EVALUATION REPORT OF SUBSTANTIAL SHAREHOLDERS ...... 34

APPENDIX IV - 2018 SPECIAL REPORT ON CONNECTED TRANSACTIONS . . . . 37

APPENDIX V - ESTIMATE AMOUNT OF THE RECURRING CONNECTED TRANSACTIONS FOR THE YEAR 2019 ...... 40

APPENDIX VI - 2018 EVALUATION REPORT OF INTERNAL CONTROL ...... 41

APPENDIX VII - EXECUTION OF 2018 BUDGET FOR INFORMATION TECHNOLOGY ...... 55

APPENDIX VIII - 2019 BUDGET FOR INFORMATION TECHNOLOGY ...... 56

NOTICE OF THE 2018 ANNUAL GENERAL MEETING ...... 58

- i - DEFINITIONS

In this circular, unless the context otherwise requires, the following terms shall have the meanings set out below:

“AGM” The 2018 AGM of the Bank to be held at 10:00 a.m. on Tuesday, 21 May 2019 at the Conference Room on 4th Floor, Bank of Jiujiang Mansion, No. 619 Changhong Avenue, Lianxi District, Jiujiang, Jiangxi Province, PRC

“Articles of Association” the articles of association of the Bank, which may be amended, supplemented or otherwise amended from time to time

“Bank” Bank of Jiujiang Co., Ltd.* (九江銀行股份有限公司*), a joint stock company incorporated on 17 November 2000 in Jiangxi Province, China with limited liability in accordance with PRC laws and regulations and, if the context requires, includes its predecessors, subsidiaries, branches and sub-branch

“Board” or “Board of Directors” the board of directors of the Bank

“CBIRC” China Banking and Insurance Regulatory Commission (中國銀行保 險監督管理委員會), and, if the context requires, includes its predecessor, China Banking Regulatory Commission (中國銀行業 監督管理委員會)

“China” or “PRC” the People’s Republic of China, for the purpose of this circular only, excludes Hong Kong, Macau Special Administrative Region of the PRC and Taiwan region

“Director(s)” the director(s) of the Bank

“Domestic Share(s)” the Ordinary Share(s) issued by the Bank in the PRC with a par value of RMB1.00 each, which are subscribed for or credited as paid up in RMB

“Domestic Shareholder(s)” the holder(s) of the Domestic Shares

“H Shares(s)” overseas listed foreign Ordinary Share(s) of par value RMB1.00 each in the share capital of the Bank, which are listed on the Stock Exchange and traded in Hong Kong dollars

“H Shareholder(s)” the holder(s) of the H Share

“HK$” or “Hong Kong dollars” Hong Kong dollars, the lawful currency of Hong Kong

“Hong Kong” or “HK” Hong Kong Special Administrative Region of the PRC

- 1 - DEFINITIONS

“Latest Practicable Date” 23 April 2019, being the latest practicable date for ascertaining certain information included preceding the issue of this circular

“independent Director(s)” or the independent director(s) referred to the Articles of Association “independent non-executive and the independent non-executive director(s) under the Listing Director(s)” Rules

“Listing Rules” the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited

“Ordinary Share(s)” or “Share(s)” ordinary shares of par value of RMB1.00 each in the Bank’s share capital, including Domestic Shares and H Shares

“RMB” Renminbi, the lawful currency of the PRC

“Shareholder(s)” the holder(s) of the Ordinary Shares

“Stock Exchange” or The Stock Exchange of Hong Kong Limited “Hong Kong Stock Exchange”

“%” per cent

Certain amounts and percentage figures in this circular have been subject to rounding adjustments. Accordingly, figures shown as currency conversion or percentage equivalents may not be an arithmetic sum of such figures.

- 2 - LETTER FROM THE BOARD

Bank of Jiujiang Co., Ltd.* 九江銀行股份有限公司* (A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock code: 6190)

Executive Directors: Registered office in the PRC: Mr. LIU Xianting (Chairman) Bank of Jiujiang Mansion Mr. PAN Ming (Vice Chairman) No. 619 Changhong Avenue Ms. CAI Liping Lianxi District, Jiujiang Jiangxi Province, PRC Non-executive Directors: Mr. ZENG Huasheng Principal place of business in Hong Mr. ZHANG Jianyong Kong: Mr. LI Jianbao 40/F, Sunlight Tower Mr. YI Zhiqiang 248 Queen’s Road East Wanchai, Hong Kong Independent non-executive Directors: Mr. CHUA Alvin Cheng-Hock Ms. GAO Yuhui Mr. QUAN Ze Mr. YANG Tao

2018 DIRECTORS’ REPORT 2018 SUPERVISORS’ REPORT 2018 ANNUAL REPORT 2018 EVALUATION REPORT OF DIRECTORS AND SENIOR MANAGEMENT FROM THE BOARD OF DIRECTORS 2018 EVALUATION REPORT OF DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT FROM THE BOARD OF SUPERVISORS 2018 EVALUATION REPORT OF SUBSTANTIAL SHAREHOLDERS 2018 FINAL FINANCIAL ACCOUNTS 2019 FINANCIAL BUDGET PLAN APPOINTMENT OF ACCOUNTING FIRM FOR THE YEAR 2019 APPOINTMENT OF OFFSHORE DIVIDEND AGENCY ELECTION OF MR. LU TINGFU AS A SHAREHOLDER SUPERVISOR OF THE FIFTH BOARD OF SUPERVISORS 2018 SPECIAL REPORT ON CONNECTED TRANSACTIONS ESTIMATE AMOUNT OF THE RECURRING CONNECTED TRANSACTIONS FOR THE YEAR 2019 2018 EVALUATION REPORT OF INTERNAL CONTROL EXECUTION OF 2018 BUDGET FOR INFORMATION TECHNOLOGY 2019 BUDGET FOR INFORMATION TECHNOLOGY 2018 PROFIT DISTRIBUTION PLAN ISSUANCE OF GREEN FINANCE BOND AND NOTICE OF THE 2018 ANNUAL GENERAL MEETING

- 3 - LETTER FROM THE BOARD

I. INTRODUCTION

The AGM of the Bank will be held at 10:00 a.m. on Tuesday, 21 May 2019. Seventeen ordinary resolutions and one special resolution will be put forward at the AGM for the consideration and approval, as appropriate, of the Shareholders:

ORDINARY RESOLUTIONS

1. To consider and approve the 2018 Directors’ Report of the Bank;

2. To consider and approve the 2018 Supervisors’ Report of the Bank;

3. To consider and approve the 2018 Annual Report of the Bank;

4. To consider and approve the 2018 Evaluation Report of Directors and Senior Management from the Board of Directors of the Bank;

5. To consider and approve the 2018 Evaluation Report of Directors, Supervisors and Senior Management from the Board of Supervisors of the Bank;

6. To consider and approve the 2018 Evaluation Report of Substantial Shareholders of the Bank;

7. To consider and approve the 2018 Final Financial Accounts of the Bank;

8. To consider and approve the 2019 Financial Budget Plan of the Bank;

9. To consider and approve the proposal in relation to appointment of accounting firm for the year 2019;

10. To consider and approve the proposal in relation to appointment of offshore dividend agency;

11. To consider and approve the proposal in relation to the election of Mr. LU Tingfu as a shareholder supervisor of the fifth Board of Supervisors of the Bank;

12. To consider and approve the 2018 Special Report on Connected Transactions of the Bank;

13. To consider and approve the proposal in relation to estimate amount of the recurring connected transactions of the Bank for the year 2019;

14. To consider and approve the 2018 Evaluation Report of Internal Control of the Bank;

15. To consider and approve the proposal in relation to execution of 2018 budget for information technology of the Bank;

16. To consider and approve the proposal in relation to 2019 budget for information technology of the Bank;

- 4 - LETTER FROM THE BOARD

17. To consider and approve the 2018 Profit Distribution Plan of the Bank;

SPECIAL RESOLUTION

18. To consider and approve the proposal in relation to issuance of green finance bond.

The purpose of this circular is to provide you with details of the aforementioned resolutions to be considered at the AGM. The notice of the AGM is set out on pages 58 to 61 of this circular and was despatched on 4 April 2019.

II. PROPOSED MATTERS FOR THE AGM

1. 2018 Directors’ Report

An ordinary resolution will be proposed at the AGM to approve the 2018 Directors’ Report. For the main content of the 2018 Directors’ Report, please refer to the 2018 Annual Report of the Company to be published on the Company’s website and the Stock Exchange’s website in due course.

2. 2018 Supervisors’ Report

An ordinary resolution will be proposed at the AGM to approve the 2018 Supervisors’ Report. For the main content of the 2018 Supervisors’ Report, please refer to the 2018 Annual Report of the Company to be published on the Company’s website and the Stock Exchange’s website in due course.

3. 2018 Annual Report

An ordinary resolution will be proposed at the AGM to approve the 2018 Annual Report. For the main content of the 2018 Annual Report, please refer to the 2018 Annual Report of the Company to be published on the Company’s website and the Stock Exchange’s website in due course.

4. 2018 Evaluation Report of Directors and Senior Management from the Board of Directors

An ordinary resolution will be proposed at the AGM to approve the 2018 Evaluation Report of Directors and senior management from the Board of Directors. For the main content of the 2018 Evaluation Report of Directors and senior management from the Board of Directors, please refer to Appendix I in this circular.

5. 2018 Evaluation Report of Directors, Supervisors and Senior Management from the Board of Supervisors

An ordinary resolution will be proposed at the AGM to approve the 2018 Evaluation Report of Directors, Supervisors and senior management from the Board of Supervisors. For the main content of the 2018 Evaluation Report of Directors, supervisors and senior management from the Board of Supervisors, please refer to Appendix II in this circular.

- 5 - LETTER FROM THE BOARD

6. 2018 Evaluation Report of Substantial Shareholders

An ordinary resolution will be proposed at the AGM to approve the 2018 Evaluation Report of Substantial Shareholders. For the main content of the 2018 Evaluation Report of Substantial Shareholders, please refer to Appendix III in this circular.

7. 2018 Final Financial Accounts

An ordinary resolution will be proposed at the AGM to approve the 2018 Final Financial Accounts. For the main content of the audited final financial accounts for the year ended 31 December 2018, please refer to the 2018 Annual Report of the Company to be published on the Company’s website and the Stock Exchange’s website in due course.

8. 2019 Financial Budget Plan

An ordinary resolution will be proposed at the AGM to approve the 2019 Financial Budget Plan.

In accordance with the needs of strategic development and business expansion of the Bank, the 2019 Financial Budget Plan of the Company is as follows:

According to the Bank’s need for business strategy development and business development, the business management fee budget in 2019 is controlled at approximately RMB2.644 billion, representing an increase of 21% compared with that of 2018. Such increase are mainly attributable to the investment in the construction of business outlets and business development. This budget does not include expenses incurred in the establishment of a new holding subsidiary.

9. Appointment of Accounting Firm for the Year 2019

An ordinary resolution will be proposed at the AGM to approve the appointment of accounting firm for the year 2019.

The Board proposed to reappoint Deloitte Touche Tohmatsu Certified Public Accountants LLP and Deloitte Touche Tohmatsu as the domestic and overseas financial report auditors of the Bank in 2019, respectively.

10. Appointment of Offshore Dividend Agency

An ordinary resolution will be proposed at the AGM to approve the appointment of offshore dividend agency.

The Bank was successfully listed on the Hong Kong Stock Exchange on 10 July 2018, thus its dividend for the year 2018 consists of Domestic Share and H Shares. As dividend of H Shares involves overseas tax withholding and payment and other issues, the Board proposed to appoint Computershare Hong Kong Trustees Limited to handle overseas dividend of H Shares; and proposed

- 6 - LETTER FROM THE BOARD to authorize the chairman, the president and the secretary to the Board of the Bank, acting individually or jointly, to exercise full power to deal with all matters relating to the dividend of H Shares which may be authorized by the Board in this resolution.

11. Election of Mr. LU Tingfu as a Shareholder Supervisor of the fifth Board of Supervisors of the Bank

An ordinary resolution will be proposed at the AGM to approve the election of Mr. LU Tingfu as a shareholder supervisor of the fifth session of the Board of Supervisors of the Bank.

Reference is made to the announcement of the Bank dated 29 March 2019 in relation to proposed change of shareholder supervisor. Given that Ms. QIU Jian has resigned as a shareholder supervisor of the Bank due to her work reallocation with effect from the conclusion of the AGM. In order to promote the company’s standardized, healthy and stable development, and to further optimize the corporate governance structure of the Bank, pursuant to the Company Law of the People’s Republic of China 《中華人民共和國公司法》( ) and the Articles of Association, prior to the election of the new shareholder supervisor at the AGM, Ms. QIU Jian will continue to perform the duties as the Bank’s shareholder supervisor.

As required by relevant laws and regulations as well as the Articles of Association of the Bank, the Board of Supervisors accepted the recommendation from Dasheng (Fujian) Agricultural Co., Ltd. (大生(福建)農業有限公司), a Shareholder of the Bank. On 29 March 2019, the Board of Supervisors considered and approved the proposal in relation to the nomination of Mr. LU Tingfu as the shareholder supervisor of the fifth session of the Board of Supervisors of the Bank with effect from the date on which the proposal was considered and approved at the AGM. Mr. LU Tingfu has confirmed that he has no disagreement on such nomination.

The biography of Mr. LU Tingfu that should be disclosed pursuant to Rule 13.51(2) of the Listing Rules is set out as follows:

Mr. LU Tingfu, aged 49, from July 1993 to October 2010, held a number of positions of Fujian Textile and Chemical Fiber Group Co., Ltd. (福建紡織化纖集團有限公司), including assistant finance manager, finance manager and auditor. Mr. LU Tingfu acted as the vice general manager of Shenzhen Dasheng Agricultural Group Co., Ltd. (深圳市大生農業集團有限公司) from January 2014 to February 2019, the legal representative of Dasheng (Fujian) Agricultural Co., Ltd. (大生(福建)農 業有限公司) from May 2014 up to now, and the general manager of Shenzhen Dasheng Agricultural Group Co., Ltd. from March 2019 up to now.

Mr. LU Tingfu graduated from South China Institute of Tropical Crops (華南熱帶作物學院) (now known as Hainan University(海南大學)) majoring in economics and management in June 1993.

The Bank will enter into a service agreement with Mr. LU Tingfu in the event that he is elected as the shareholder supervisor of the Bank at the AGM. Mr. LU Tingfu will perform his duties as shareholder supervisor of the Bank with effect from the date of the AGM on which the resolution of the election is approved and his term of office will end at the expiry of the term of office of the

- 7 - LETTER FROM THE BOARD fifth session of the Board of Supervisors. According to the Articles of Association of the Bank, Mr. LU Tingfu may renew his term of office upon the maturity of his term. As a shareholder supervisor of the Bank, Mr. LU Tingfu will not receive any remuneration from the Bank.

As at the Latest Practicable Date, Mr. LU Tingfu holds 300 million shares in Shenzhen Qianhai Dasheng Equity Investment Fund Co., Ltd. (深圳前海大生股權投資基金有限公司), representing 30% of its equity interests, and holds 150 million shares in Dasheng Holdings Limited (大生控股有限公司), representing 30% of its equity interests. Shenzhen Qianhai Dasheng Equity Investment Fund Co., Ltd. and Dasheng Holdings Limited jointly holds 100% equity interests of Shenzhen Dasheng Agricultural Group Co., Ltd. in total. Shenzhen Dasheng Agricultural Group Co., Ltd. directly holds 100% equity interests of Dasheng (Fujian) Agricultural Co., Ltd. Dasheng (Fujian) Agricultural Co., Ltd. directly holds 136,077,498 domestic shares of the Bank, representing approximately 5.65% of the total issued share capital of the Bank.

Save as disclosed above, as at the Latest Practicable Date, Mr. LU Tingfu has confirmed that (i) he did not hold any other directorships in any public companies listed in Hong Kong or overseas in the past three years or hold any other positions within the Group; (ii) he does not have any relationship with any Directors, supervisors, senior management, substantial Shareholders or controlling Shareholders of the Bank; (iii) he is not interested in the shares of the Bank or its associated corporations (within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong)); and (iv) there is no any other matters with respect to his appointment that needs to be notified to the Shareholders and there is no information that needs to be disclosed pursuant to the provisions of Rule 13.51(2) of the Listing Rules or any other matters that needs to be brought to the attention of the Shareholders or the Hong Kong Stock Exchange.

12. 2018 Special Report on Connected Transactions

An ordinary resolution will be proposed at the AGM to approve the 2018 Special Report on Related Party Transactions. For the main content of the 2018 Special Report on Related Party Transactions, please refer to Appendix IV in this circular.

13. Estimate Amount of the Recurring Connected Transactions for the Year 2019

An ordinary resolution will be proposed at the AGM to approve the estimate amount of the recurring related party transactions for the year 2019. For the main content of the estimate amount of the recurring related party transactions for the year 2019, please refer to Appendix V in this circular.

14. 2018 Evaluation Report of Internal Control

An ordinary resolution will be proposed at the AGM to approve the 2018 Evaluation Report of Internal Control. For the main content of the 2018 Evaluation Report of Internal Control, please refer to Appendix VI in this circular.

- 8 - LETTER FROM THE BOARD

15. Execution of 2018 Budget for Information Technology

An ordinary resolution will be proposed at the AGM to approve the execution of 2018 budget for information technology. For the main content of the execution of 2018 budget for information technology, please refer to Appendix VII in this circular.

16. 2019 Budget for Information Technology

An ordinary resolution will be proposed at the AGM to approve the 2019 budget for information technology. For the main content of the execution of 2019 budget for information technology, please refer to Appendix VIII in this circular.

17. 2018 Profit Distribution Plan

An ordinary resolution will be proposed at the AGM to approve the 2018 profit distribution plan.

The Bank’s financial report for the year of 2018 has been reviewed and approved by Deloitte Touche Tohmatsu and Deloitte Touche Tohmatsu Certified Public Accountants LLP. The annual profit distribution plan for the year of 2018 of the Bank (parent company) is reported as follows:

1. Appropriate to statutory surplus reserve, being 10% of after-tax profit;

2. Maintain general provision, being 1.5% of the balance of risk assets at the end of the year;

3. Appropriate to discretionary surplus reserve, being 10% of the after-tax profit;

4. With a total share capital of 2,407,367,200 Shares at the end of 2018 as the base, a cash dividend of RMB0.8 (tax inclusive) will be distributed for every 10 Shares;

5. The rest of the undistributed profit will be carried over to the next year.

18. Issuance of Green Finance Bond

A special resolution will be proposed at the AGM to approve the issuance of green finance bond.

In order to expand market financing channels, optimize asset and liability structure, enrich working capital, and support the development of special industry, the Bank plans to issue not more than RMB10,000 million in total of green finance bond, with the plan as follows:

- 9 - LETTER FROM THE BOARD

1. Feasibility analysis of issuance

(1) Expand market financing channels. In 2015, the People’s Bank of China issued an announcement in respect of issuing green finance bond in the inter-bank bond market. In 2018, a total of 129 domestic labeled green bonds (including green asset-backed securities) were issued with its scale of RMB223,692 million. In 2018, more financial institutions and enterprises issued green bonds in the international market. According to incomplete statistics, companies listed in China and Hong Kong issued 26 bonds in the international market this year, with a total scale of about RMB64,600 million. Currently, no city commercial bank issues overseas green bonds. Among them, in July 2018, the Bank was officially approved to issue RMB4,000 million of green finance bond. As a new channel for commercial banks to expand market financing, finance bond has the function of optimizing the asset-liability structure of commercial banks, while for the Bank, it plays a role of enriching working capital. Currently, the Bank has strong momentum to issue finance bond.

(2) Control cost effectively. As a stable source of liabilities, the funds raised by finance bond are used to match medium and long-term assets, support the development of high-quality medium and long-term assets, and become a more flexible debt management tool. As an active debt instrument of commercial banks, finance bonds are publicly issued and circulated in the inter-bank bond market. It is a standardized product and is conducive to the Bank’s financial cost management and capital use planning.

(3) Expand brand influence. Issuance of green finance bond can guide funds to invest in the development of green industry, promote green production, and fulfil the social responsibility of green development. It will help us to carry out brand promotion and expand social influence.

2. Issuance plan

(1) Issuing scale

Finance bond with an amount of not more than RMB10,000 million in total will be issued in installments.

(2) Type of bonds

Domestic green finance bond and/or overseas green finance bond subject to the Bank’s assets and liabilities allocation needs and market conditions.

(3) Use of proceeds

Optimize the Bank’s asset and liability structure, enrich working capital, and support the development of green industry.

- 10 - LETTER FROM THE BOARD

(4) Term of bonds

Not more than ten years.

(5) Method of issuance

Domestic green bonds are issued through the domestic inter-bank market; overseas green bonds are issued on the Hong Kong Stock Exchange or other overseas exchanges.

(6) Issuance

In accordance with the Company Law and the Articles of Association of the Bank, “issuing corporate bonds” shall be submitted to the Shareholders’ general meeting for consideration. The Shareholders’ general meeting is proposed to approve the Board to authorize the senior management to specifically handle matters related to the issuance of finance bond, including but not limited to: to the extent permitted by relevant regulatory authorities to determine or modify the specific issuance terms of finance bond; to make appropriate adjustments to the terms of the issuance as required by relevant regulatory authorities; to determine the timing, market and object, currency and amount, term, interest rate and method of finance bond issuance according to the Bank’s assets and liabilities allocation needs and market conditions; other actions as required to complete the issuance of finance bond (including but not limited to hiring necessary bond credit rating agencies, legal counsels or other professionals).

- 11 - APPENDIX I 2018 EVALUATION REPORT OF DIRECTORS AND SENIOR MANAGEMENT FROM THE BOARD OF DIRECTORS

In order to further enhance the corporate governance level of the Bank, improve the organizational structure of the Company, strengthen the restraint and supervision of Directors and senior management, urge them to be diligent and responsible, and then protect the legitimate rights and interests of the Bank, its Shareholders and clients, in accordance with the requirements of the external legal systems for Directors and senior management to perform their duties, such as, Company Law and the Guidelines for Corporate Governance of Commercial Banks, etc. and in accordance with the rights conferred upon the Board by the Articles of Association of Bank of Jiujiang Co., Ltd.* and the Measures for the Evaluation by the Board of the Performance of Duties of Directors and Senior Management of Bank of Jiujiang Co., Ltd.*, this report evaluates the performance of duties of Directors and senior management in 2018. The specific contents are as follows:

I. TARGETED OBJECTS OF EVALUATION

The report is about evaluation of performance of duties of Directors and senior management (who had taken office for half a year or above as of the end of 2018) during 2018 (from 1 January 2018 to 31 December 2018, hereinafter referred to as the “reporting period”).

During the reporting period, the fifth session of the Board of the Bank underwent no changes as to its members and all work of the Boards of Directors was carried out in a normal and orderly manner. As to senior management members, XIAO Jing was appointed as Vice President and continued to serve as Chief Information Officer; and Xiao Wenfa was dismissed from position of Vice President. As of the end of the reporting period, the current 11 Directors of the fifth session of the Board of the Bank are LIU Xianting, PAN Ming, CAI Liping, ZENG Huasheng, ZHANG Jianyong, LI Jianbao, YI Zhiqiang, CHUA Alvin Cheng-Hock, GAO Yuhui, YANG Tao and QUAN Ze. Among them, CHUA Alvin Cheng-Hock, GAO Yuhui, YANG Tao and QUAN Ze are independent non-executive Directors. The 12 senior management are PAN Ming, CAI Liping, TONG Faping, WANG Kun, XIAO Jing, HUANG Chaoyang, Qi Yongwen, Chen Luping, XU Cao, CAI Jianhong, WANG Yuanxin and WANG Li.

II. EVALUATION OF THE DIRECTORS’ PERFORMANCE OF DUTIES

1. Performance of Duties

Overall, all Directors well performed their duties. Firstly, all Directors were selected according to the requirements for selecting Directors specified in the Measures for Management of Administrative License of Chinese-funded Commercial Banks. They had the necessary professional qualities and professional ethics to perform their duties. Secondly, all Directors fulfilled their obligations of good faith with due diligence to the Bank and all Shareholders in accordance with the requirements of relevant laws, regulations, rules and the Articles of Association of the Bank, as well as relevant provisions of the Measures for the Evaluation by the Board of the Performance of Duties of Directors and Senior Management of Bank of Jiujiang Co., Ltd.* and safeguarded the interests of the Bank and all Shareholders. Thirdly, all Directors exercised their rights within the scope of their duties and powers. During the reporting period, it was found out that all Directors did not exercise any rights outside the scope of their duties and powers, seek any private interests, infringe on any interests of the Bank or privately disclose any confidential information obtained during their tenure of office.

- 12 - APPENDIX I 2018 EVALUATION REPORT OF DIRECTORS AND SENIOR MANAGEMENT FROM THE BOARD OF DIRECTORS

(1) Attendance of Meetings

In 2018, all Directors actively attended the meetings of the Board and the special committees of the Bank, carefully reviewed the proposals prior to the meetings, expressed opinions and put forward suggestions on the meetings, and exercised their voting rights in accordance with the law. During the reporting period, the Board held a total of six (6) meetings. As shown in Table 1, the attendance rate of Directors was 100%, and the rate of their in-person attendance was 90.91%. In 2018, the Board held a total of 19 meetings of special committees under the Board, with a 100% attendance rate and a 91.23% in-person attendance rate, maintaining a good attendance rate. All Directors attended at least two-thirds of the Board meetings in person, without failure to attend two consecutive meetings in person. During the reporting period, the Board considered and listened to a total of 87 proposals.

Table 1: Statistical Table of Attendance at the Meeting of the Fourth Session of the Board

Attendance at the Board meetings Attendance at various special committee meetings Number of Number of Number of Number of Attendance Number of Number of Attendance scheduled Attendance by Way of Attendance scheduled Attendance by Way of Attendance Directors attendance in Person Proxy Rate attendance in Person Proxy Rate LIU Xianting 6 6 0 100% 4 4 0 100% PAN Ming 6 6 0 100% 8 8 0 100% CAI Liping 6 6 0 100% 3 3 0 100% ZENG Huasheng 6 6 0 100% 5 5 0 100% ZHANG Jianyong 6 4 2 100% 5 3 2 100% LI Jianbao 6 4 2 100% 4 2 2 100% YI Zhiqiang 6 5 1 100% 0 0 0 – CHUA Alvin Cheng-Hock 6 6 0 100% 7 7 0 100% GAO Yuhui 6 6 0 100% 7 7 0 100% QUAN Ze 6 5 1 100% 7 6 1 100% YANG Tao 6 6 0 100% 7 7 0 100%

(2) Participation in the Company’s Decision-making

During the reporting period, the Directors obtained understanding of, and conducted analysis of, the operation of the Bank in accordance with the Daily Reporting Matters of the Board’s Related Departments, regularly read the Bank’s business reports, financial reports and related reports on risk management, comprehensively understood the evaluation of the Bank by the regulators, external audits and the public, and formulated the next year’s work plan and

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proposals based on the reports and such evaluation. For example, the Board considered and approved relevant proposals, such as, the Proposal on Consideration of the Work Plan of the Board of Bank of Jiujiang Co., Ltd.* for 2018, the Proposal on Consideration of the Organ Establishment Plan of Bank of Jiujiang Co., Ltd.* for 2018, the Proposal on Consideration of the Financial Final Accounts Report for 2017 and the Financial Budget Plan for 2018 of Bank of Jiujiang Co., Ltd.*, and the Proposal on Consideration of 2017 Profit Distribution Plan of Bank of Jiujiang Co., Ltd.*. Such proposals involved the major aspects of the Company’s business operation and decision-making and had the characteristics of guidance and pertinence.

(3) Directors’ Lectures at Work

In 2018, the Directors further enriched the ways to perform their duties and made best advantages of their knowledge and strengths. They took part in the Bank’s “Monthly Courses for Experts and Leaders of the Bank” to give instruction to the Bank’s cadres at high and intermediate levels and excellent employees. From the development opportunity brought by the Belt and Road Initiative to the establishment of risk management framework, from the financial reform after the 19th National Congress of CPC to the development of urban commercial banks in China, the Directors, from different perspectives, conveyed new ideas, unique insights and profound thoughts, which improved the thinking mode of employees, broadened their horizons, and helped the Bank truly transform itself from inside out.

(4) Training and Research

During the reporting period, all Directors of the Bank participated in the training on the new financial instrument standards organized by auditors and obtained a deeper understanding of the financial data of the Bank under the new financial instrument standards. At the same time, the Bank organized all Directors, supervisors and senior management to obtain professional knowledge in terms of corporate governance, law, finance and the Listing Rules to ensure their full understanding of the Bank’s operation, business and related laws, regulations and rules. In addition, the Directors also actively participated in ESG project training to keep pace with the times and improve their capabilities.

During the reporting period, independent non-executive Directors, Mr. CHUA Alvin Cheng-Hock, Mr. YANG Tao and Mr. QUAN Ze conducted a survey on the standardized service level of the Operational Department of the Bank. Independent non-executive director, Ms. GAO Yuhui, conducted a survey on the development of retail business of our Bank’s sub- branches directly under municipal administration. At the same time, all independent Directors also learned about various organs in terms of their regulatory framework construction, appraisal mechanism, information technologies, risk management and control, budge management, and business development, so as to urge them to improve their operational management levels and enhance their risk awareness and risk management and control capabilities, and to put forward independent and objective professional opinions and suggestions for operational management.

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(5) Reporting of Related Party Transactions

During the reporting period, all Directors reported their related relationships in a timely, complete and authentic manner in accordance with laws, regulations and the requirements of the Bank. Non-executive Directors timely disclosed the nature and extent of related party transactions (directly or indirectly related) between their employers and the Bank or the planned contracts, transactions or arrangements. In addition, each Director carefully studied on and considered the relevant proposals on related party transactions, such as, Proposal on Granting Basic Credit Facilities to Banks in Villages and Towns for 2018, Proposal on Consideration of the Special Report on related party transactions of Bank of Jiujiang Co., Ltd.* for 2017, and Proposal on Consideration of the Estimated Credit Lines for Daily Related Party Transactions of Bank of Jiujiang Co., Ltd.* for 2018. The independent Directors expressed their opinions on related party transactions, which strengthened the final decision-making rights of the Board in examining and approving related party transactions, and effectively controlled the risks that may be brought about by related party transactions.

2. Performance of Duties

Overall, during the reporting period, the Directors were diligent, dedicated, honest and pragmatic, and made solid efforts to safeguard the interests of the Bank.

(1) Directors’ Expression of Opinions

In accordance with the Measures for Management of Suggestions of the Board of Directors (Board of Supervisors) of Bank of Jiujiang Co., Ltd.* (Trial Implementation), the Directors, in the spirit of high responsibility, based on the current situation of the Bank’s development, and focusing on the consideration of practical problems, carefully reviewed the materials of the Board and special committees; and through thematic research, on-site verification and conference discussions, they obtained a comprehensive grasp of all kinds of information on the matters under consideration, had a thorough understanding of the background and essence of the decision-making matters, and put forward constructive suggestions. Especially, in adjusting our strategic planning, adapting to the trend of the times, controlling overall risks, and interpreting Chinese and foreign laws and regulations, each Director practically gave full play to its role in guiding and providing advices to the operating management.

(2) Daily Performance of Duties

Firstly, the Directors continued to understand and analyze the operation of the Bank. Directors considered on proposals through the meetings of the Board and special committees and participated in research activities organized by the Bank. They also reviewed reports on the Bank’s operations, and obtained in-depth understanding of, and provided their comments on, the Bank’s operations.

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Secondly, the executive Directors reported to the Board the operation of commercial banks and related information in a complete, authentic and timely manner. PAN Ming and CAI Liping, the executive Directors as well as senior management of the Bank, implemented the Bank’s operation policies and were familiar with the Bank’s business operation.

Thirdly, non-executive Directors did not place their own interests above Shareholders. During performing duties, the non-executive Directors of the Bank always insisted on safeguarding the interests of Shareholders, especially small and medium-sized Shareholders. They also put forward opinions and suggestions on behalf of Shareholders in accordance with the interests of Shareholders, and from the interests of Shareholders.

(3) Part-time Job

Upon investigation, during the reporting period, CHUA Alvin Cheng-Hock, an independent non-executive Director of the Bank, also served as an independent Director of China Guangfa Bank Co., Ltd. (廣發銀行股份有限公司), and ZHANG Jianyong, a Director of the Bank, also served as the chairman of BAIC Group Finance Co., Ltd. Other Directors did not work in any other financial institutions on a part-time basis.

3. Independent Directors

In 2018, independent Directors gave full play to their professional expertise in accounting and finance and their rich experience in practice in accordance with objective, independent and prudent rules of procedure to actively provide opinions and suggestions on matters discussed by the Board, especially major matters, from the perspective of safeguarding the interests of investors and other stakeholders, conscientiously fulfilled their obligations of good faith with due diligence, and expressed independent opinions in accordance with the law on such important issues as profit distribution plans, remuneration distribution plans for senior management, major related party transactions, nomination of Directors and provision of external guarantees, which played an active role in improving the scientificity of Board decision-making and promoting the sustainable and healthy development of the Bank’s business.

Therefore, this part will evaluate the independent Directors’ performance of duties from two aspects: the number of days of their performance of duties and their opinions and suggestions.

(1) Number of Days of Performance of Duties

According to the requirements of the People’s Bank of China’s Guidelines for Corporate Governance of Joint-stock Commercial Banks (hereinafter referred to as the Guidelines for Governance) and the Articles of Association, “Independent directors shall work in commercial banks for no less than 15 working days each year”. At the same time, the Guidelines for Governance stipulated that “Directors acting as responsible persons for Audit Committees, Related Party Transaction Control Committees and Risk Management Committees shall work in a commercial bank for no less than 25 working days per year”. The number of days of performance of duties has become one of the important criteria for judging whether

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independent Directors perform their duties or not. The four independent Directors actively participated in the Bank’s Board meetings, and research related to their professional expertise, and carried out related training activities. The number of days of performance of duties met the requirements as set out above.

(2) Opinions and Suggestions

During the reporting period, independent Directors put forward many valuable opinions for the development of the Bank. Mr. QUAN Ze pointed out the way for the Bank to cope with the challenges of economic downturn. Mr. YANG Tao proposed solutions for the Bank to make full use of national policies. Mr. CHUA Alvin Cheng-Hock pointed out that the Bank should purchase liability insurance for Directors, supervisors and senior management after listing, while Ms. GAO Yuhui provided more than 1,000 words of handwritten opinions and suggestions from the perspectives of the Bank’s remuneration management, internal audit, business continuity management, internal control and comprehensive risk system construction, which promoted our internal innovation and comprehensive development of the Bank.

Independent non-executive Directors, Mr. CHUA Alvin Cheng-Hock, Ms. GAO Yuhui, Mr. YANG Tao and Mr. QUAN Ze expressed independent opinions and suggestions on major related party transactions, profit distribution plans, appointment and dismissal of senior management, and remuneration of senior management, which met the relevant requirements of “independence”.

4. Appraisal Result

According to the Directors’ performance of duties as described above, Mr. YI Zhiqiang was considered basically qualified, and other Directors were considered qualified. No Director was considered unqualified.

III. EVALUATION OF SENIOR MANAGEMENT’ PERFORMANCE OF DUTIES

(1) Performance of Duties

During the reporting period, the Bank recruited a new vice president and dismissed a vice president, and had 12 senior management. During the reporting period, the Bank steadily developed its business, and its internal control management was conducted in a consolidated and orderly manner. The Bank achieved breakthroughs and development in various lines of business. All the senior management were diligent and made their best efforts in performing their duties, making contributions to the development of the Bank’s performance.

All senior management exercised their rights within the scope of their responsibilities according to the division of labor among senior management at the beginning of the year. Throughout the year, the Bank continued to carry out 12 sessions of “Monthly Courses of Experts and Leaders of the Bank” on an annual basis, “Read a Book” and other training and learning activities to foster a strong learning atmosphere. In accordance with the requirements of the Board, senior management

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reported quarterly to the Board on the operation condition, financial position, risk status and operation prospects of the Bank and made sure to report in a timely, complete and authentic manner to the Board and the Board of Supervisors of the Bank on their any related relationship with other Shareholders, Directors and supervisors.

During the reporting period, senior management did not commit any acts to infringe on the interests and reputation of the Bank, nor did they disclose any confidential information obtained during their tenure of office.

(2) Operational Condition

During the reporting period, the Bank’s overall strength was steadily improved under the leadership of all senior management.

The scale of operation has grown reasonably. At the end of the year, the Bank (including its branches in villages and towns) recorded a total assets of RMB311,623 million, representing an increase of RMB40,368 million or 14.9%; and a total deposit of RMB217,934 million, representing an increase of RMB38,298 million or 21.3%, with an average daily deposit of RMB196,711 million, representing an increase of RMB40,769 million or 26.1%. The Bank also had a total loan of RMB141,830 million, representing an increase of RMB39,104 million or 38.1%; and an investment of RMB121,427 million, representing an increase of RMB16,932 million or 16.2%.

The Bank’s regulatory indicators were robust and up to standard. At the end of the year, the capital adequacy rate of the Bank (including branches in villages and towns) was 11.55%, which increased by 1.04 percentage points over the same period; its non-performing loan rate was 1.99%, which increased by 0.37 percentage point over the same period; the reserve coverage rate was 169.69%; and the cost-income ratio was 27.86%. The main regulatory indicators met and were better than the regulatory requirements.

Business benefits kept consolidated. The operating income of the Bank (including its branches in villages and towns) was RMB7,866 million, representing an increase of RMB2,062 million or 35.5%. In order to further make profits and resist risks, the Bank had a total profit of RMB2,201 million at the end of the year, representing a decrease of RMB74 million or 3.2%; a net profit of RMB1,787 million, representing a slight increase of RMB25 million or 1.4%; a capital profit margin of 8.66%; and an asset profit margin of 0.61%.

Banks in villages and towns witnessed a good momentum of growth. By the end of the year, the 18 holding villages and towns banks recorded a total asset of RMB11,750 million; a deposit of RMB9,787 million; a loan of RMB5,576 million, representing an increase of 6.34%; and a net profit of RMB88 million. The operating indicators were continuously optimized.

The Bank’s brand image was significantly improved. On 10 July 2018, the Bank was successfully listed on the Stock Exchange, and the flower of Jiuyin blossomed in Victoria Harbour. Britain’s magazine Banker released the world’s top 1,000 banks in 2018 and the Bank ranked the 372nd (ranked 456th last year) in the global banking industry and the 64th in China’s banking

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industry. At NBD (National Business Daily) Award Ceremony of “Value Management List of Chinese Commercial Banks” and “Pioneer List of Small and Medium-sized Banks in China for 2018”, the Bank won the inclusive financial award. The Bank published many signed articles in People’s Daily and Financial Times, and its brand image was further enhanced.

(3) Performance of Duties

During the reporting period, all senior management were diligent, dedicated, honest and pragmatic at work; paid attention to the problems existing and urgently need to be improved in the development process of the Bank and seriously seeked for solutions thereof. In addition, they also attended on time at various decision-making meetings such as the meeting of President’s Office and expressed opinions; made active efforts to maintain the image and interests of the Bank and ensured the successful completion of their assigned work.

All senior management successfully completed the work assigned to them and achieved considerable progress and good development.

(4) Compliance of Regulations and Disciplines

It was verified that during the reporting period, all senior management committed no major irregularities or dereliction of duty, which may cause major decision-making errors for the Bank, or significant negative impacts on the reputation, operation and interests of the Shareholders of the Bank.

(5) Evaluation Result

According to the performance of duties as described above, all senior management were considered qualified in their work.

IV. SELF-EVALUATION AND EXTERNAL EVALUATION OF PERFORMANCE OF DUTIES OF DIRECTORS AND SENIOR MANAGEMENT

According to the relevant provisions of the Measures for the Evaluation of the Performance of Duties of the Directors of Commercial Banks (Trial Implementation) issued by CBIRC, the Bank organized all Directors and all senior management to conduct self-evaluation and mutual evaluation on their performances of duties in 2018, and they were all considered qualified.

V. COMPREHENSIVE EVALUATION RESULTS

In accordance with the Measures for the Evaluation by the Board of the Performance of Duties of Directors and Executives of Bank of Jiujiang Co., Ltd.*, and based on the performance of duties as described above, in 2018, the Board of the Bank considered that Mr. YI Zhiqiang was basically qualified, and other Directors and senior management were qualified. In 2019, the Bank will continue to cooperate

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In order to further enhance the corporate governance level of the Bank, improve the organizational structure of the Company, strengthen the restraint and supervision of Directors and senior management, urge them to be diligent and responsible, therefore protect the legitimate rights and interests of our Bank, its Shareholders and clients, in accordance with the requirements of the external legal systems for Directors and senior management to perform their duties, such as, Company Law and the Corporate Governance Guidelines for Commercial Banks, etc. and in accordance with the Articles of Association of Bank of Jiujiang Co., Ltd.*, the Board of Supervisors hereby reports its evaluations of the performance of duties of Directors, supervisors, and senior management of the Bank in 2018 as follows:

EVALUATION OF THE PERFORMANCE OF DUTIES OF DIRECTORS AND SENIOR MANAGEMENT

I. Basic Information

The report is about evaluation of performance of duties of the Directors and senior management (who had taken office for half a year or above as of the end of 2018) during 2018 (from 1 January 2018 to 31 December 2018, hereinafter referred to as the “reporting period”).

(I) Basic Information of Directors

In September 2017, the Bank made changes to the members of the fifth session of the Board but it made no changes in 2018. The detail of composition of the Board are set out as follows:

Independent Member of the Board Chairman of the Board Non-executive Directors Non-executive Directors Executive Directors

The Fifth Session of the LIU Xianting CHUA Alvin Cheng-Hock, ZENG Huasheng, ZHANG PAN Ming, CAI Liping Board GAO Yuhui, YANG Jianyong, YI Zhiqiang, Tao, QUAN Ze LI Jianbao

(II) Basic Information of Senior Management

In terms of senior management of the Bank in 2018, the Bank centered on its strategic planning to keep improving its corporate governance and enrich its organizational structure. In 2018, XIAO Jing was appointed as vice president and continued to serve as chief information officer; and XIAO Wenfa was dismissed from position of vice president. As of the end of 2018, there have been 12 senior management. They are respectively PAN Ming, CAI Liping, TONG Faping, WANG Kun, HUANG Chaoyang, QI Yongwen, XIAO Jing, CHEN Luping, XU Cao, CAI Jianhong, WANG Yuanxin and WANG Li.

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II. Directors’ Performance of Duties

During the reporting period, all Directors of the Bank were selected and appointed according to the requirements specified in the Measures for Management of Administrative License of Chinese-funded Commercial Banks with necessary professional qualities and professional ethics to perform their duties. Meanwhile, all Directors fulfilled their obligation of honesty and diligence to the Bank and all Shareholders in accordance with the requirements of relevant laws, rules, regulations and the Articles of Association of the Bank, as well as relevant provisions of the Measures for Evaluating by the Board of the Performance of Duties of Directors and Senior Management of Bank of Jiujiang Co., Ltd.* and safeguarded the interests of the Bank and all Shareholders. All directors exercised their rights within the scope of their duties and powers.

This evaluation of performance of duties mainly covers the Directors’ attendance at meetings, their participation in the Company’s decision making, the report of the related party transactions, strategy management, internal control and risk management, compliance of disciplines and laws, etc.

(I) Overall

1. Completion of time of performance of duties. According to the requirements of the People’s Bank of China’s Guidelines for Corporate Governance of Joint-stock Commercial Banks (hereinafter referred to as “Guidelines for Governance”), Articles of Association and etc., “Independent directors shall work in commercial banks for no less than fifteen (15) working days each year”. At the same time, the Guidelines for Governance stipulated that “Directors acting as responsible persons for Audit Committees, Related Party Transactions Control Committee and Risk Management Committees shall work in a commercial bank for no less than twenty five (25) working days per year”.

During the reporting period, each of the Bank’s four independent Directors met the requirements of relevant laws, regulations and the Articles of Association for the time of performance of duties, actively attended at all Board meetings convened by the Bank, participated in research related to their personal professional expertise and carried out related training activities.

2. Performance of duties. the directors, in the spirit of high responsibility, continued to obtain understanding of, and conducted analysis of, the Bank’s operation, carefully reviewed the materials of the Board and special committees, such as, the Bank’s business reports, financial reports and related reports on risk management. In addition, through thematic research, on-site verification and conference discussions, they obtained a comprehensive grasp of all kinds of information on the matters under consideration, had a thorough understanding of the background and essence of the decision-making matters, and put forward constructive suggestions based on their independent, professional and objective judgments. Especially, in adjusting our strategic planning, adapting to the trend of the times, controlling overall risks, optimizing capital

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management, and supplementing and interpreting Chinese and foreign laws and regulations, the Directors actually gave full play to its role in guiding and providing advice to the operating management.

During the reporting period, independent Directors put forward many valuable opinions for the development of our Bank. Mr. QUAN Ze pointed out the way for our Bank to cope with the challenges of economic downturn. Mr. YANG Tao proposed solutions for our Bank to make full use of national policies. Mr. CHUA Alvin Cheng-Hock pointed out that our Bank should maintain liability insurance for Directors, supervisors and senior management after listing, while Ms. GAO Yuhui provided more than 1,000 words of handwritten opinions and suggestions from the perspectives of our Bank’s remuneration management, internal audit, business continuity management, internal control and comprehensive risk system construction. This promoted our internal innovation and comprehensive development.

The executive Directors reported to the Board and the Board of Supervisors the operation of commercial banks and related information in a complete, authentic and timely manner. PAN Ming and CAI Liping, the executive Directors and senior management of the Bank, implemented the Bank’s operation policies and were familiar with the Bank’s business operation. Their performances of duties are detailed in the Section – “Senior Management’ Performance of Duties”.

The non-executive Directors did not place their own interests above Shareholders. During performance of duties, the non-executive Directors of the Bank always insisted on safeguarding the interests of Shareholders, especially small and medium-sized Shareholders. They also put forward opinions and suggestions on behalf of Shareholders in accordance with the interests of Shareholders.

Independent non-executive Directors, i.e. CHUA Alvin Cheng-Hock, GAO Yuhui, YANG Tao and QUAN Ze, expressed independent opinions and suggestions on major related party transactions, profit distribution plans, appointment and dismissal of senior management, and remunerations of senior management. This met the relevant requirements of “independence”.

(II) Attendance of Meetings

In 2018, all Directors of the Bank actively attended the meetings of the Board and the special committees, carefully reviewed the proposals before the meetings, expressed opinions and put forward suggestions on the meetings, and exercised their voting rights in accordance with law. All Directors maintained a good attendance rate, without failure to attend any two consecutive meetings in person. During the reporting period, the Board considered and listened to a total of 87 proposals.

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During the reporting period, the Board convened a total of six (6) meetings. The attendance rate of Directors at such meetings was 100%, and the rate of their in-person attendance was 90.91%. The Board convened a total of 19 meetings of special committees under the Board, with 100% attendance rate and 91.23% in-person attendance rate.

(III) Participation in the Company’s Decision-making

During the reporting period, Directors regularly or from time to time read and considered the Bank’s business reports, financial reports, related reports and materials on risk management, obtained understanding of the operation and management of the Bank, understood the evaluation of the Bank by the regulators, external audits and the public, and formulated the next year’s work plan based on the reports and such evaluation. For example, the Board considered and approved relevant proposals, such as, Proposal on Consideration of the Work Plan of the Board of Bank of Jiujiang Co., Ltd.* for 2018, the Proposal on Consideration of the Organ Establishment Plan of Bank of Jiujiang Co., Ltd.* for 2018, the Proposal on Consideration of the Financial Final Accounts Report for 2017 and the Financial Budget Plan for 2018 of Bank of Jiujiang Co., Ltd.*, and the Proposal on Consideration of 2017 Profit Distribution Plan of Bank of Jiujiang Co., Ltd.*. Such proposals involved the major aspects of the Company’s business decision-making.

(IV) Reporting of Related Party Transactions

During the reporting period, all Directors reported their related relationships in a timely, complete and authentic manner in accordance with laws, regulations and the requirements of the Bank. Non-executive Directors timely disclosed the nature and extent of related party transactions (directly or indirectly related) between their employers and the Bank or the planned contracts, transactions or arrangements. The independent Directors expressed their independent opinions on related party transactions, which strengthened the final decision-making rights of the Board in examining and approving related party transactions, and effectively controlled the risks that may be brought about by related party transactions.

Meanwhile, the Directors carefully studied on and considered the relevant proposals on related party transactions, such as, Proposal on Extending the Basic Credit Facilities to County Banks in 2018, Proposal on Deliberating on the 2017 Related Party Transaction Special Report of Bank of Jiujiang Co., Ltd., and Proposal on Consideration of the Estimated Credit Lines for Daily Related Party Transactions of Bank of Jiujiang Co., Ltd.* for 2018.

(V) Strategic Management, Internal Control and Risk Management

The Board fulfilled its corresponding decision-making duties as to strategic management, internal control and risk management through consideration on related proposals on the aspects above.

As to strategic management, such proposals were considered and approved as Proposal on Consideration of the Organ Establishment Plan of Bank of Jiujiang Co., Ltd.* for 2018, Proposal on Consideration of Prospectus for Application for Issuing and Listing of H Shares of Bank of Jiujiang

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Co., Ltd.* and of Relevant Listing Application Documents, Proposal on Consideration of the Organ Development Plan of Bank of Jiujiang Co., Ltd.* for 2019, Proposal on Consideration of the Establishment of Financing Subsidiary of Bank of Jiujiang Co., Ltd.*, Proposal on Consideration of New Office Building for Branch, and Proposal on Consideration of New Office Building for Shangrao Branch.

Internal Control Management. The following proposals were considered and approved, i.e. the Basic System of Internal Control of Bank of Jiujiang Co., Ltd.*, Self-evaluation Report on Internal Control of Bank of Jiujiang Co., Ltd.* in 2017, Compliance Management Report of Bank of Jiujiang Co., Ltd.* in 2017, Report on Case Prevention Work in 2017 and Case Prevention Work Plan in 2018 of Bank of Jiujiang Co., Ltd.*, etc.

Risk Management. The following proposals were considered and approved, i.e. Risk Management Report for 2017 of Bank of Jiujiang Co., Ltd.*, Risk Preference Statement for 2018 of Bank of Jiujiang Co., Ltd.*, Information Technology Risk Management Report for 2017 of Bank of Jiujiang Co., Ltd.*, Information Technology Work Report for 2017 and Work Program for 2018 of Bank of Jiujiang Co., Ltd.*, Compliance Risk Management Report for the Second Quarter of 2018 of Bank of Jiujiang Co., Ltd.*, Management Measures for Large Risk Exposure of Bank of Jiujiang Co., Ltd.*, Basic Policies for Comprehensive Risk Management of Bank of Jiujiang Co., Ltd.*, Liquidity Risk Report for 2017 of Bank of Jiujiang Co., Ltd.*, Report on On-site Assessment of Outsourcing Risk of Outsourcing Service Partners for 2017 of Bank of Jiujiang Co., Ltd.* and other proposals.

The Board supervised and inspected the implementation of annual business plans and investment plans by reviewing the objectives of operation and management and long-term development strategies. The Board also approved risk preferences, risk management strategies and important policies and procedures. Meanwhile, it reviewed risk management reports on a regular basis and put forward risk management suggestions. It effectively implemented the Board’s resolutions as to strategic management, internal control, risk management, etc. to ensure risk level within the Bank’s risk limit. Furthermore, the Board continued to improve internal control and enhance risk management capabilities, contributing to consolidating the foundation for the Bank’s sustainable and sound development.

(VI) Compliance of Disciplines and Laws

During the reporting period, it was found out that all Directors did not exercise any rights outside the scope of their duties and powers, seek any private interests, infringe on any interests of our Bank or privately disclose any confidential information obtained during their tenure of office.

(VII) Other Aspects on Performance of Duties

1. Directors’ Lectures at Work. In 2018, the Directors further enriched the ways to perform their duties and gave full play to their expertise. They delivered lectures to the Bank’s cadres at high and intermediate levels and excellent employees monthly. From the development opportunities brought by the Belt and Road Initiative to the

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establishment of risk management framework and from the financial reform after the 19th National Congress of CPC to the developments of urban commercial banks in China, the Directors, from different perspectives, heights and breadth, conveyed unique insights and profound thoughts, which helped the Bank truly transform itself from inside out.

2. Training and Research. During the reporting period, all Directors of the Bank participated in the training on the new financial instrument standards organized by auditors and obtained a deeper understanding of the financial data of the Bank under the new financial instrument standards. At the same time, the Bank organized all Directors, supervisors and senior management to gain professional knowledge in terms of corporate governance, law, finance and Listing Rules to ensure their full understanding of the Bank’s operation and business and related laws, regulations and rules. In addition, the Directors also actively participated in ESG project training to keep pace with the times and improve their capabilities.

During the reporting period, independent non-executive Directors, Mr. CHUA Alvin Cheng-Hock, Mr. YANG Tao and Mr. QANG Ze, conducted a survey on the standardized service level of the Business Department of our Bank. Ms. GAO Yuhui, an independent non-executive Director, conducted a survey on the development of retail business of our subordinate branches in urban areas. At the same time, all independent Directors also learned about various organs in terms of their regulatory construction, assessment mechanism, information technology, risk management and control, budge management, and business development, so as to promote them to improve their operational management level and enhance their risk awareness and risk management and control capabilities, and to put forward independent and objective professional opinions and suggestions for operational management.

3. Part-time Job. Upon investigation, it was found out that during the reporting period, Mr. CHUA Alvin Cheng-Hock, an independent non-executive Director of the Bank, also served as an independent director of China Guangfa Bank Co., Ltd. (廣發銀行股份有限 公司). Mr. ZHANG Jianyong, a Director of the Bank, also served as the chairman of BAIC Group Finance Co., Ltd. (北京汽車集團財務有限公司) and that other directors did not serve as any position in other financial institutions on a part-time basis.

III. Senior management’s Performance of Duties

(I) Overall

In 2018, the Bank recruited a new vice president and dismissed a vice president, and had 12 senior management.

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During the reporting period, all senior management were diligent, dedicated, honest and pragmatic at work. They strictly implemented the resolutions of the Board, organized daily operation and management work under authorization by the Board, and conscientiously handled the assigned business and related affairs. They kept paying attention to the problems existing and urgently requesting for improvement in the development process of the Bank and seriously seek for solutions thereof. In addition, they also attended on time various decision-making meetings such as the meeting of President’s Office and expressed opinions; they made active efforts to maintain the image and interests of the Bank, and ensured the successful completion of their assigned work.

(II) Performance of Duties as to Strategic Management, Internal Control, and Risk Management

1. Strategic Management. In 2018, the Bank comprehensively promoted its reform and development by thoroughly implementing strategic thinking of transformation, and conscientiously making deployment as planned. The brand strategy, business line strategy and support system strategy put forward via strategic plan were smoothly promoted. The business model and growth mode went through significant changes. This helped the Bank achieve coordinated development in scale and efficiency. Meanwhile, the Bank’s efficiency and quality were improved synchronously. The Bank achieved better substantial effect in transformation and development than expected. The Bank’s completion of its major business indicators met or exceeded the planned requirements.

2. Internal Control.

Internal Control Environment. Firstly, the Bank set up relatively optimized organization structure. Our bank established general meeting of Shareholders, the Board, the board of supervisors and senior management to carry out corresponding duties. Meanwhile, the Bank also established an internal control organization structure with reasonable authorization and division of labor, clear responsibilities, balanced restrictions and clear reporting relationship. Secondly, the Bank formulated clear development strategies. The Bank has set up Strategy Committee under the Board, and the Research and Planning Department, the functional department responsible for strategy research. At the same time, under the guidance of AAU (亞聯公司), we have formulated 2016-2020 Development Strategy and Planning of Bank of Jiujiang Co., Ltd.*, which clearly defined the Bank’s medium and long-term strategy objectives, development planning, business path and action program. Thirdly, corporate culture was relatively scientific and comprehensive. Fourthly, the human resources policy and development mechanism were further improved. In 2018, the “three-year human resources planning” was formulated and the “two pillars” were built to improve human efficiency. The “two pillars” system was built based on the rank and post level of employees to realize the comprehensive landing of the post level system, professional sequence, remuneration system and performance system. Fifthly, the Bank earnestly performed its corporate social responsibility. We actively provided poverty alleviation aid to designated poverty-stricken villages and towns, established funds with an aim to respect the old and love the young. In addition, the Bank also organized activities such

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as “One-day Thanksgiving Donation”, “consolation to the army” and “respect the old and love the young” annually. The Bank often organized special activities such as consumer rights protection publicity, New Year’s concert, etc. to give back to customers and society, earnestly performed its corporate social responsibility, and received high recognition from the society.

Risk Assessment. Please see the section – “Risk Management” below in detail.

Control Activities. The Bank continuously improved the internal control system, focused on the system management, responsibility and authority, personnel management control, authorization approval control, accounting control, system control and control activities in various professional fields to implement the internal and external management requirements. At the same time, the Bank inspected the rationality and adequacy of internal control measures, improved and strengthened the internal control guarantee system, which laid the foundation for the sustainable and healthy development of business. Firstly, we formulated a comprehensive, systematic and standardized business system and management system for various business activities and management activities, and regularly evaluated them. Secondly, our Bank took separation measures on most of incompatible jobs. The Bank also established the system of job rotation and compulsory leaves for key posts and strengthened the management of employees’ behaviors. Thirdly, according to the operation ability, management level, risk situation and business development needs of branches and departments, the Bank set up a relatively complete authorization management system. Fourthly, the Bank established an effective checking and monitoring system for regular checking of various accounts and statements, and for timely inventory of cash, securities and other tangible assets and important vouchers. Fifthly, the Bank gradually established and improved information system control, and, through effective integration of internal control processes with business operating systems and management information system, strengthened the systematic and automatic control of business and management activities.

Information and Communication. Firstly, our Bank formulated and issued the Measures for Information Disclosure Management of Bank of Jiujiang Co., Ltd.* (Applicable to H Shares) to stipulate the specific disclosure content, clarify the responsibilities of all parties involved in information disclosure, and establish a relatively optimized information disclosure system. Secondly, our Bank established multi-channel and multi-way information transmission mechanism, which adopted both online and offline ways to transfer information smoothly from top to bottom to ensure the information could be transmitted to the relevant branches, departments and employees according to the internal control route.

Internal Supervision. Firstly, an independent internal audit organization system was established. It was independent and authoritative. It was required to report the audit work to the Internal Audit Committee and the Committee of Supervisors in accordance

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with the requirements. Secondly, the Internal Audit Charter of Bank of Jiujiang Co., Ltd.* was formulated in 2018, which clarified the internal audit authority and conferred to the Internal Audit Department the necessary authority to perform its duties. Thirdly, the work procedures, such as, accountability for, and tracking of, audit issues, the application of audit results, were standardized in 2018 to improve audit quality and effectiveness. Fourthly, discipline inspection and supervision as well as compliance system construction was continuously improved, and work efficiency was gradually demonstrated. Fifthly, accountability management, performance assessment, accountability and other mechanisms continuously and effectively gave full play to the role in restriction.

3. Risk Management. In 2018, our Bank closely adhered to the requirements of high- quality development to improve the efficiency of real economy services, prevent and control financial risks, actively expand risk management channels, and effectively improve risk management capabilities.

In 2018, we further promoted the “asset quality defense war”. Under the dual measures of collection and strict control of new non-performing assets, we were more effective in collection of bad assets and the asset quality remained in a stable and improving trend. We also further optimized and improved the market risk management system and measures, strengthening management and control ability. We further improved the functional division, carried out information system construction and continuously improved the internal management. Our operational risk management level was improved and no major operational risk events occurred. Under the guidance of monetary policy, the adequacy and stability of liquidity was improved. In addition, the control ability of concentration risk was enhanced, and the compliance risk management mechanism was further consolidated. The Bank took the “market disorder rectification” activities and supervision and inspection as an opportunity to enhance the awareness and ability of compliance management. The Bank’s reputation risk and strategic risk were within the controllable scope. In addition, no major risk events occurred during the year.

Credit Risks. In 2018, the Bank adopted the following measures to control credit risk. Firstly, the Bank revised and improved the credit risk management policy and system and optimized the credit risk management mechanism. Secondly, the Bank continued to implement new capital agreement and kept promoting the construction of comprehensive risk management system. In addition, the Bank started the construction of internal rating and risk limit management project for non-retail customers. Thirdly, we followed closely the market and policy trends to strengthen the guidance of credit policy. The Bank optimized customer quality and asset structure by active white-list customers marketing. Fourthly, we enhanced the collection and disposal of non-performing assets and carried out the “asset quality defense war”.

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Market Risk. The main market risks faced by our Bank were interest rate risk and exchange rate risk.

(1) Interest Rate Risk. Our Bank managed interest rate risk mainly by adjusting asset and liability structure. Firstly, we adjusted the asset and liability structure by adjusting the interest rate maturity and pricing of our products, adjusting the transfer pricing of internal capital and developing new products and securitizing assets. Secondly, we conducted maturity analysis upon the bond instruments in our investment portfolios and evaluated their potential price fluctuations through analysis of the sensitivity of the bonds’ prices against interest rate fluctuations. Thirdly, we used re-pricing gap analysis, revenue curve analysis, duration analysis, interest rate sensitivity analysis and stress testing to measure our risk exposure to potential interest rate changes.

(2) Exchange Rate Risk. In 2018, the Bank controlled the matching of assets and liabilities in different currencies and conducted daily monitoring of the foreign exchange exposure. Secondly, based on the relevant regulatory requirements and the management’s decisions on the current situation, the Bank reasonably arranged its sources of foreign currencies to minimize the mismatches of assets and liabilities in different currencies. Thirdly, the Bank prevented currency exchange loss arising from exchange rate fluctuation through settlement and sales of foreign exchange in a timely manner under a prudent transaction strategy. Fourthly, the Bank imposed an exchange rate lock-up on the large transactions in foreign currencies and conducted regular re-evaluation on exchange rate translation for collaterals, and reduced losses from exchange rate risk through advance repayment or supplementary guarantee in a timely manner in the event of collateral devalue.

Operational Risk. Firstly, the Bank sorted out business processes, clarified responsibilities of departments and posts, and conducted centralized management of and standardized dealing with, key links and important nodes of major business processes, such as the establishment of lending centers, authorization centers and operation centers in 2018. This helped the Bank achieve centralized, normalized and standardized operation and management. Secondly, the Bank speeded up the construction of information system, dealt with business through such system to reduce manual intervention and lower operational risk. Thirdly, we carried out business inspections of various businesses and lines to check and fill in the gaps in the inspections and make immediate corrections so as to improve employees’ compliance awareness. Fourthly, we carried out case risk investigation, self-examination of employee behaviors, employee learning and training as well as employee examination to strengthen the supervision and investigation of employee behaviors. Meanwhile, we established a mechanism for reporting and dealing with abnormal behaviors of employees, so as to standardize employee behavior, and enhance employees’ professional conduct. Fifthly, we conducted disaster preparedness exercises and

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emergency exercises of information technology system to enhance the prudence of the system and ensure business continuity, and also prevent the occurrence of information technology risks.

In 2018, there were no major operational risk incidents, and the operational risk status and risk management level were relatively favorable.

Liquidity Risk. Firstly, in 2018, the Bank improved related policies and basic standard and optimized organizational structures and procedures. We further improved and optimized the liquidity risk emergency response mechanism and clarified the members of the emergency response team and their respective responsibilities. Meanwhile, we added early warning indicator, expanded financing channels and improved the liquidity risk management system. Secondly, the Bank strengthened its daily position management to ensure adequate level of reserve. It also conducted more prediction as to regulatory indicators and liquidity gaps in special periods, with an aim to be more forward-looking and scientific in management. Thirdly, we actively adjusted the maturity structure of assets and liabilities, in order to reduce the level of maturity mismatch. The Bank also strengthened the management of debt stability and reduced the dependence of inter-bank liabilities so as to ensure the stable source, diversified structure and maturity matching as to liabilities. We strengthened the ability to actively manage liquidity risk and promoted the substantial integration among risk control, profitability and resource allocation.

In 2018, the Bank achieved improvement as to liquidity adequacy and stability and its relevant indicators were stable and maintained a good momentum of growth.

Concentration Risk. In 2018, according to the requirements of the regulatory system, the Bank regularly calculated the concentration indicators. It requested relevant authorities to formulate corrective measures for the indicators exceeding the limit and managed such situation by gradual pressure drop. The Bank initiated the construction of risk limit management project, calculated the concentration risk and market risk limit by scientific methods, and applied effective supporting limit management process, including limit monitoring, early warning, control, reporting, over-limit management, limit adjustment and appraisal, etc. This played a great role in promoting the Bank’s ability and level of concentration risk management.

Compliance Risk. Firstly, in 2018, the Bank improved the structure and compliance system. Secondly, centering on the basic idea of “prevention, process and long-term effect-oriented”, we established mechanisms for compliance risk monitoring, compliance risk alerting, regular tracking and rectification, so as to, in a timely manner, give early warning of and effectively resolve compliance risk exposed in operation and development. Thirdly, we carried out rectification of disorders, sorted out the systems and improved the appraisal system, in order to accelerate the transformation of compliance management results into sound operation results.

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Reputation Risk. Firstly, in 2018, the Bank revised the reputation risk management system, clarified the risk classification standards, responsibility subjects and management principles, and improved the reputation risk prevention, monitoring, reporting and disposal system. Secondly, it strengthened the monitoring and management of public opinions by introducing third-party monitoring software “micro public opinion” and arranging staffs for 24-hour uninterrupted monitoring of public opinions published on news, online forums, micro-blogs, Wechat and other media within its jurisdiction, so as to ensure timely detection and proper guidance of negative public opinions. The Bank also maintained good relations with newspapers, televisions, network and other media and actively dealt with and responded to complaints from general customers so that reputation risk could be prevented and controlled in its infancy. Thirdly, special training was carried out to enhance the awareness, prevention and responding ability of organs as to public opinions and reputation risk management. No major public opinion incidents occurred in our Bank in 2018.

Strategic Risk. In 2018, the Bank seriously studied on the macroeconomic situation and the trend of the industry development. After objectively evaluating its competitiveness and conducting regional positioning, the Bank made strategic adjustments for business development at county level. At the same time, we strictly implemented the Management Measures for Strategy and Operation Planning for Bank of Jiujiang, actively carried out strategic risk management, and assessed the risk of strategic management, so as to ensure that the strategic planning was consistent with the Bank’s development vision, and with the Bank’s size, risk preferences and product complexity. During the reporting period, the Bank’s strategic risk level was generally stable and controllable, and the strategic risk was effectively managed.

(III) Other Aspects of Performance of Duties

All senior management exercised their rights within their responsibilities according to the division of labor among senior management. At the same time, they continued to learn more, enhance their ability to perform their duties. The Bank strengthened the training of employees, actively conveyed its business operation and management concepts, and guided the healthy and steady development of branches.

Throughout the year, our Bank continued to carry out 12 sessions of “Monthly Courses for Expert Leaders of the Bank”, “Read a Book” and other training and learning activities to foster a strong learning atmosphere. In addition, the Bank actively promoted business transformation and development by actively carrying out business line reform.

Through promoting and implementing the system of appointment of leaders and cadres, the Bank promoted the linkage of the work between the upper and lower levels and advanced the construction of the work of cadres and the masses.

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Overall, in accordance with the requirements of the Board and the Board of Supervisors, senior management of the Bank reported quarterly to the Board and the Board of Supervisors on the operation, financial condition, risk condition and operation prospects of the Bank and made sure to report in a timely, complete and authentic manner to the Board and the Board of Supervisors of the Bank on their any related relationship with other Shareholders, Directors and supervisors. Senior management did not commit any acts to infringe on the interests and reputation of the Bank, nor did they disclose any confidential information obtained during their tenure of office.

(IV) Compliance of Regulations and Disciplines

It was verified that, during the reporting period, all senior management committed no major irregularities or dereliction of duty, which may cause major decision-making errors for the Bank, or significant negative impacts on the reputation, operation and interests of the Shareholders of the Bank.

IV. SELF-EVALUATION AND MUTUAL EVALUATION OF THE PERFORMANCE OF DUTIES OF THE DIRECTORS AND SENIOR MANAGEMENT

According to the relevant provisions of the CBIRC’s Measures for the Evaluation of the Performance of Duties of the Directors of Commercial Banks (provisional), the Bank organized all Directors and all senior management to conduct self-evaluation and mutual evaluation on their performance of duties in 2018, and they were all considered qualified.

V. COMPREHENSIVE EVALUATION RESULTS

Pursuant to all internal and external rules and regulations and according to the performance of duties as described above, YI Zhiqiang was considered by the Board of Supervisors basically qualified, and all other directors and senior management qualified.

However, there were still several points to be improved. Firstly, the work of Board’s special committees was, to a relative large extent, focused more on consideration and votes on the relevant proposals while put forward insufficient expert and professional suggestions and opinions on the operation and management of our Bank. Secondly, more attention should be paid to strategic management. Thirdly, more efforts should be put on training and learning and the efficiency of performance of duties needs to be improved in the aspects of internal control and risk control. Fourthly, Directors’ performance files have been established, but were relatively simple, and the sufficiency of performance of duties needs to be enhanced.

In 2019, the Board of Supervisors will play its supervisory role effectively in strict accordance with the requirements of corporate governance, and continue to strengthen the supervision of Directors and senior management according to the actual situation of the Bank, in order to maintain the safe and stable operation of the Bank and protect the legitimate rights and interests of the Bank, depositors and other customers.

- 33 - APPENDIX III 2018 EVALUATION REPORT OF SUBSTANTIAL SHAREHOLDERS

In order to further reinforce the Bank’s effective management on Shareholders’ performance of Duties, achieve stable improvement for operation development, and keep orderly internal management, the Bank conduct assessment on major Shareholders based on the principles of legality, objectivity and fairness, pursuant to the Administrative Measures on Evaluation on Substantial Shareholders of Bank of Jiujiang Co., Ltd.* 《九江銀行股份有限公司重要股東評價管理辦法》( ):

I. TARGETED OBJECTS OF EVALUATION

The objects of this Shareholders’ evaluation report are substantial Shareholders of the Bank, being legal person Shareholders registered on the register of members as at 31 December 2018, holding 1,000,000 domestic Shares (or above) of the Bank and having become Shareholders for six months, with strategic investors, Shareholders who have become Shareholders for less than half year and who have transferred their Shares before 31 December 2018 excluded.

II. EVALUATION CONTENT

(I) Evaluation of Shareholders’ performance of Duties

During the reporting period, the substantial Shareholders of the Bank basically complied with the requirements under laws and regulations as well as supervisory provisions, performed their responsibilities and duties on their own initiative: firstly, in respect of material submission, majority Shareholders could provide authentic and complete materials, including duly written undertakings issued by the Board, ensuring that there is no non-compliance issue incurred by their actual controllers, controlling Shareholders and others; secondly, in respect of operation management, Shareholders do not act to interfere the operation management of the Bank and damage its interest; thirdly, in respect of equity interest, all the equity interest of the Bank are actually held by Shareholders on their own, instead of holding by entrusting others or holding on trust for others; fourthly, in respect of the performance of duties and obligations, majority Shareholders have been able to attend the general meetings of the Bank held annually on time and reviewed and voted carefully for the resolutions thereon; fifthly, in respect of information supplement, majority Shareholders could accurately provide lists of related parties, financial statements, operation profile and other relevant information in a timely manner pursuant to the actual requirements of the Bank.

However, there also exist some situations of non-performance of duties and obligations. On the one hand, minority Shareholders did not timely provide materials or there are defects in the materials; on the other hand, individual Shareholders did not attend and vote at general meetings.

In addition, no abuse of Shareholders’ rights of the Bank which caused loss on the Bank and other Shareholders, and no abuse of independence of legal person status of the Bank and limited liability of Shareholders to evade debts and other purposes that materially damage the interest of creditors of the Bank was identified during the evaluation.

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(II) Evaluation on Shareholders’ contribution to the development of the Bank

During the reporting period, most Shareholders have made positive contribution to the development of the Bank. Except that individual Shareholders caused negative public sentiment on the Banks due to their own operating decisions, most Shareholders did not cause material public sentiment on the Bank; the equity interest of the Bank basically maintains stable during the reporting period and only one non-performing Shareholder was removed through judicial execution.

During the past year, certain Shareholders were found by the Bank to have adverse situation. On the one hand, the equity interest of the Banks has been frozen by judicial freezing as a result of Shareholders’ involvement in lawsuits, which have made certain impact on the reputation of the Bank; on the other hand, individual Shareholders disclosed the intention of Share transfer to the external as a result of their own operating conditions without communicating with the Bank, which caused risk of public sentiment on the Bank; thirdly, there still are some Shareholders who did not conduct in-depth cooperation with the Bank within their own business scope, thus the business cooperation is insufficient.

(III) Evaluation on the share pledge standard

The past year was a year with strong regulation. The regulatory authority conducted comprehensive inspections on the equity management of the Bank, while equity pledge inspection is the focus among the significant. Pursuant to the opinion issued by the regulators, the Bank intensified the suppression of equity pledge proportion: firstly, the Bank strictly control new pledges and will not accept new share pledge in principle; secondly, the Bank reduce existing share pledges. In respect of Shareholders with pledged equity, the Bank will gradually reduce the share pledges on an annual basis through the conveying of spirit of supervision and careful communication and explanation, with the suppression proportion of 10%-20%. The Bank will take the suppression condition as an important indicator for subsequent evaluation of Shareholders; thirdly, the Bank will rectify the pledges of counter guarantee business and eliminate above counter guarantee business in shortest time; fourthly, the Bank will limit the voting rights of Shareholders whose share pledge rate exceeds 50%.

During the reporting period, the Bank have reduced the proportion of equity pledge of the Bank below 30% through the abovementioned measures, and the rectification situation of equity pledge will be an important evaluation indicator in the annual Shareholders’ appraisal. Shareholders shall pay attention that the evaluation results will be directly determined as basically qualified if they fail to perform their rectification commitment upon its execution.

(IV) Evaluation on the standards of related party transactions of Shareholders

During the reporting period, each Shareholder were basically able to serve the list and information of related party transactions and abstain from voting thereon. The compliance of associated business specifically included: firstly, Shareholders’ associates were able to report their related parties’ information to the Related Party Transaction Control Committee of the Bank as required by the Bank and ensure the authenticity, accuracy and completeness thereof; secondly,

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Shareholders were able to procure their connected persons abstain from voting thereon; thirdly, there was no unsecured credit granting for Shareholders’ application; fourthly, in case of credit loss, no application of credit was made within two year; fifthly, Shareholders and their controlling Shareholders, actual controlling persons did not damage the interest of the Bank and cause loss to the Bank by leverage of their connected relationship.

In order to further strengthen the management on related party transaction, pursuant to the requirement of regulators, each Shareholder’s related party shall be subject to the followings: firstly, credit balance shall not exceed 10% of the net value of the Bank’s capital; secondly, the total credit balance extended by the Bank to a related corporate body or a customer of a group that other organization is affiliated to shall not exceed 15% of the net value of the Bank’s capital; thirdly, the credit balance extended by the Bank to all related parties shall not exceed 50% of the net value of the Bank’s capital. Relevant Shareholders shall pay attention that the evaluation results will be directly evaluated as basically qualified if they fail to comply with the requirement of related party transactions of the Bank.

III. EVALUATION RESULT

Summarized as above, the Bank made evaluation on major Shareholders for their work in the year 2018. According to the evaluation result, 9 Shareholders were evaluated as outstanding and 3 Shareholders were evaluated as basically qualified.

- 36 - APPENDIX IV 2018 SPECIAL REPORT ON CONNECTED TRANSACTIONS

According to the requirements of the Administrative Measures for the Related Party Transactions between the Commercial Banks and their Insiders and Shareholders issued by CBIRC, and Special Provisions on Information Disclosure of Commercial Banks issued by China Securities Regulatory Commission (the “CSRC”), the related party transactions of the Bank in 2018 are reported as follows:

I. CONSTRUCTION AND IMPLEMENTATION OF RELATED PARTY TRANSACTION MANAGEMENT SYSTEM

1. System Construction

In order to further standardize the management of related parties and effectively control the risk of related party transactions, based on issues found out by the Company itself or regulators during the reporting period, the Board has revised the Administrative Measures on Related Transactions of Bank of Jiujiang Co., Ltd* as required by external systems, such as the Administrative Measures for the Related Party Transactions between the Commercial Banks and their Insiders and Shareholders and Provisional Measures on the Administration of Commercial Bank Equity, to more clearly define the scope of related parties, improve the management system of related party list, standardize the management of submission, examination and approval process of related party transactions, and clarify the responsibilities of relevant departments.

2. System Implementation

(1) Identification of Related Parties

In accordance with the related requirement of the Administrative Measures for the Related Party Transactions between the Commercial Banks and their Insiders or Shareholders and the Provisional Measures on the Administration of Commercial Bank Equity issued by CBIRC as well as the Administrative Measures on Related Transactions of Bank of Jiujiang Co., Ltd., the Bank updated the list of related parties quarterly during the reporting period. As of the end of 2018, there were 5 legal person Shareholders holding more than 5% Shares of the Bank, namely Jiujiang Finance Bureau, Beijing Automotive Group Co., Ltd., Industrial Bank Co., Ltd., Dasheng (Fujian) Agriculture Co., Ltd. and Foshan Gaoming Jindun Hengye Computer Special Printing Co., Ltd. and one legal person Shareholder holding less than 5% Shares of the Bank for which the Bank had appointed supervisor, namely Jiujiang Hehui Import & Export Co., Ltd..

(2) Examination and Approval of Related Party Transactions

The Bank carried out examination and approval procedures for related party transactions strictly in accordance with the relevant provisions of the regulatory bodies. The Bank implemented a system of controlling the amount of related party transactions and examining and approving them at different levels. The Bank classified its related party transactions into general related party transactions and major related party transactions. If the amount of a single related party transaction between the Bank and any of its related parties accounts for less than 1% (inclusive) of the net capital of the Bank or its audited net assets of the latest period

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(whichever is less, the same below), and upon such related party transaction, the balance of related party transactions between the Bank and such related party accounts for less than 5% (inclusive) of the net capital of the Bank, then, such related party transaction shall be called general related party transaction. It will be examined according to the examination and approval procedure for internal authorization of the Bank prior to being filed with Related Party Transaction Control Committee. If the amount of a single related party transaction between the Bank and any of its related parties accounts for more than 1% of the net capital of the Bank or its audited net assets of the latest period, or upon such related party transaction, the balance of related party transactions between the Bank and such related party accounts for more than 5% of the net capital of the Bank, then, such related party transaction shall be called major related party transaction. It will be examined according to the examination and approval procedure for internal authorization of the Bank prior to being submitted to Related Party Transactions Control Committee for examination and reported to the Board for final approval.

(3) Pricing of Related Party Transactions

During the reporting period, the Bank’s related party transactions with its related parties followed general commercial principles, market price-based, and with principle of no precedence over similar transactions with non-related parties. In addition, the Bank also priced such related party transactions in accordance with pricing method of its relevant measures for management of business, so as to ensure the legitimacy and fairness of the pricing of related party transactions of the Bank.

(4) Daily Monitoring of Related Party Transactions

During the reporting period, the Daily Affairs Office of the Bank’s Related Party Transactions Control Committee (“Daily Affairs Office”) reported to the Bank’s Board of Supervisors the Bank’s major related party transactions and the Bank’s related party transactions with its Directors, and senior management of its Head Office, within ten (10) working days from the date of approval of such transactions. At the same time, the Board shall make a special report to the General Meeting of Shareholders on the implementation of related party transaction management policies and the information on related party transactions. The information on related party transaction shall include: related party, transaction type, transaction amount and subject matter, transaction price and pricing method, transaction income and loss, the nature and proportion of related party’s rights and interests in transactions, etc. As to the Bank’s standards and procedures for disclosure of information on related party transactions, the Daily Affairs Office shall submit relevant materials to the CBIRC in a timely manner and disclose them in accordance with relevant requirements of CBIRC and relevant provisions as to the Bank’s information disclosure management.

(5) Implementation of Regulatory Requirements

The CBIRC stipulates that the balance of credit given by a commercial bank to any of its related parties shall not exceed 10% of the net capital of the commercial bank; that the total balance of credit given by a commercial bank to the customers of the group of a related legal

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person or an other organization shall not exceed 15% of the net capital of the commercial bank; and that the balance of the credit given by a commercial bank to all of its related parties shall not exceed 50% of the net capital of the commercial bank. By the end of December 2018, the Bank’s balance of credit given to a related party, the customers of the group of a corporation or other organizations, and all of its related parties was respectively up to RMB700 million, accounting for 2.97% of the Bank’s net capital; up to RMB1,324 million, accounting for 5.61% of the Bank’s net capital; and RMB3,123 million, accounting for 13.23% of the Bank’s net capital, respectively. Therefore, the indicators of related party transactions met CBIRC regulatory requirements.

II. OPERATION OF RELATED PARTY TRANSACTIONS CONTROL COMMITTEE

The Related Party Transactions Control Committee under the Board of the Bank shall conscientiously perform its duties in accordance with the provisions of normative documents (such as the Administrative Measures for the Related Party Transactions between the Commercial Banks and their Insiders or Shareholders, and the Special Provisions on Information Disclosure of Commercial Banks) and the Articles of Association. During the reporting period, the Bank’s Related Party Transactions Control Committee held a total of four (4) meetings to consider and listen to a total of 11 proposals, including the Proposal on Extending the Basic Credit Facilities to County Banks in 2018, the Proposal on Deliberating on the Credit of Related Party Transactions to the Downside Related Parties of Beijing Automobile Group Co., Ltd., the Proposal on Deliberating on the List of Related Parties of Bank of Jiujiang Co., Ltd.* in the First Quarter of 2018, the Proposal on Deliberating on the 2017 Related Party Transaction Special Report of Bank of Jiujiang Co., Ltd*, the Proposal on Deliberating on the Estimated Credit for Daily Related Party Transactions of Bank of Jiujiang Co., Ltd.* in 2018, and the Proposal on Deliberating on the List of Related Transactors of Bank of Jiujiang Co., Ltd.* in the Second Quarter of 2018.

III. OVERALL CONDITIONS OF RELATED PARTY TRANSACTIONS IN 2018

As of the end of December 2018, the Bank recorded a net capital of RMB23,599 million, and a total balance of RMB3,123 million (regulatory calibre) in its related party transactions with all related parties, of which, RMB49 million came from related natural persons and RMB3,074 million came from related enterprises.

IV. CONNECTED CREDIT GRANTED TO COUNTRY BANKS

In 2018, the Bank granted a total credit of RMB3,389 million to country banks (including controlled and non-controlled banks, 20 in total). As of 31 December 2018, the Bank had a balance of RMB7.2132 million in face value of the Bank’s acceptance bill.

- 39 - APPENDIX V ESTIMATE AMOUNT OF THE RECURRING CONNECTED TRANSACTIONS FOR THE YEAR 2019

I. RELATED PARTIES

Pursuant to relevant rules issued by CBIRC and Measures for the Related Party Transactions of the Bank, the Board proposes to consider on the Bank’s estimated amount of related party transactions with related legal persons and related natural persons in 2019. The amount of county bank will be considered separately and excluded in the such amount.

II. TYPE OF RELATED PARTY TRANSACTIONS

The type of related party transactions refers to the credit business of the Bank with the related legal persons and related natural persons in accordance with the definition of related parties of the Bank. Specifically, the Bank provides direct financial support to clients or guarantees the compensation and payment responsibilities that may be incurred by customers in relevant economic activities, including loans, loan commitments, acceptances, discounts, trade financing, factoring, letters of credit, letter of guarantee, overdraft, inter-bank lending, guarantee and other on- and off-balance sheet business.

III. AMOUNT AND MATURITY OF RELATED PARTY TRANSACTIONS

The Bank’s estimated amount of related party transactions for the year of 2019 (excluding off-balance sheet data): credit balance for a single related enterprise shall not exceed 4% of the net capital; and credit balance for a single related group shall not exceed 10% of the net capital.

The maturity of related party transactions is from 1 January 2019 to 1 January 2020.

IV. PRICING PRINCIPLE OF RELATED PARTY TRANSACTIONS

The Bank’s substantial related party transactions were carried out on conditions not more favorable than those for comparable transactions with non-related parties in accordance with commercial principles.

V. IMPACT OF RELATED PARTY TRANSACTIONS ON THE BANK

The pre-authorization of related party transactions is a normal activity of the Company’s daily operations and has no adverse impact on the Bank.

VI. THE BANK EXERCISES PROPORTIONAL CONTROL OVER THE CREDIT BALANCE OF RELATED PARTIES

The Bank’s credit balance for a single related party shall not exceed 10% of the Bank’s net capital; the credit balance for a single related legal person or group clients of other organizations shall not exceed 15% of the Company’s net capital; the Bank’s credit balance for all related parties must not exceed 50% of the Company’s net capital.

- 40 - APPENDIX VI 2018 EVALUATION REPORT OF INTERNAL CONTROL

According to the requirements of external laws, regulations and regulatory requirements, such as the PRC Commercial Banking Law, the Basic Standard for Enterprise Internal Control and Internal Control Guidelines for Commercial Banks, and in combination with the internal control system and evaluation methods of the Bank, the Compliance Department of the Head Office of the Bank made a self-evaluation of the effectiveness of internal control of the Bank in 2018. Now, the evaluations are reported as follows:

I. CONCLUSION OF SELF-EVALUATION OF INTERNAL CONTROL

1. There are general defects in internal control: There were no material or important defects in our internal control, but there were some deficiencies in the original internal control system and process, which were rectified by amending the new regulations.

2. The evaluation results of the effectiveness of internal control are as follows: The internal control was effective.

Effectiveness and Defect Evaluation Standard Table

Defect Evaluation Effectiveness Standard Evaluation Standard Description

Material Ineffective When there are one or more material defects in internal Defect control, it should be concluded that internal control is ineffective

Important Special attention Important defects should be brought to the attention or Defects special attention of the Board and managers Attention

General Basically Effective When there are general defects and the number of such Defects defects exceeds the managerial tolerance, the conclusion that internal control is basically effective can be drawn

Effective When there are general defects and the number of such defects is within the managerial tolerance, the conclusion that internal control is effective can be drawn

II. DETAILS OF SELF-EVALUATION OF INTERNAL CONTROL

(I) Environment of Internal Control

1. Organizational Structure

Firstly, the Company has a relatively sound corporate governance mechanism. The Bank establishes General Meeting of Shareholders, the Board, the board of supervisors and senior management to perform corresponding duties. This constitutes the Company’s organizational structure. In the aspect of corporate governance structure, the General Meeting of Shareholders, as an organ of authority, exercises the decision-making rights on important

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matters according to the law. The Board, as a decision-making organ, is responsible for the establishment and improvement of internal control system, supervises its effective implementation and evaluates its effectiveness. The Board of Supervisors, as a supervisory organ, supervises and inspects the construction and implementation of internal control system. senior management, as an executive organ, is responsible for organizing the implementation of the resolutions of the Board, and for organizing the carrying out of daily operation of internal control system. Under the Board, an Audit Committee is set up to be responsible for supervising the effective implementation of internal control and self-evaluation of internal control, and for coordinating internal control audit and other related matters.

Secondly, the relatively optimized rules of procedure of the Board and special committees have been formulated. The Bank has formulated detailed rules of procedure and of decision-making of the General Meeting of Shareholders, the Board, and the board of supervisors, as well as work rules and procedures of senior management in accordance with relevant national laws and regulations and Articles of Association. Upon listing in Hong Kong in July 2018, in accordance with the Rules Governing Listing of Stocks on the Stock Exchange of Hong Kong Limited, the Bank’s basic systems, such as, the Articles of Association, the rules of procedure of the General Meeting of Shareholders, the rules of procedure of the Board and its subcommittees, and the rules of procedure of the Board of Supervisors and its subcommittees have been further revised and improved. At the same time, the Rules for the Work of Independent Directors (Applicable to H Shares) has been formulated to clarify the requirements for the independent Directors to perform their duties.

Thirdly, the settings of organizational structure and internal institution reflect checks and balances. According to the needs of the Bank’s operation and management and the requirements of internal control, the Bank established an organizational structure as to internal control featured with reasonable delegation of authority and division of labor, clear responsibilities, balanced constraints and clear reporting relationship. At the system level, the requirements for the separation of incompatible positions were clarified, such as the separation of decision-making approval and execution, and the separation of execution and supervision and inspection.

2. Development Strategy

Firstly, the Bank has formulated a relatively clear development strategy and established a relatively optimized strategic governance structure. The Bank has also set up Strategy Committee under the Board, and the Research and Planning Department, the functional department responsible for strategy research. At the same time, under the guidance of AAU (亞 聯公司), the Bank has formulated 2016-2020 Development Strategy and Planning of Bank of Jiujiang Co., Ltd.*, which clearly defined the Bank’s medium and long-term strategy objectives, development planning, business path and action program.

Secondly, the Bank formulated its development strategy based on a relatively reasonable process. In the process of formulating strategy and plan, the Bank actively responded to national and local strategies, new trends in economic and financial development, the Bank’s corporate culture and core values, and focused on core resources such as science and

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technology, human resources and capital that might affect our development. At the same time, we strengthened strategic risk management to ensure consistency of the strategy and plan with our development vision, and with the Bank’s size, risk preferences and product complexity.

3. Corporate Culture

The Bank attaches great importance to ideological construction, actively cultivates core values that will be recognized by all employees, and forms a relatively scientific and comprehensive corporate culture. It mainly includes “Four Firm Establishments” and “Four Persistences”.

(1) “Four Firm Establishments”: Firstly, we firmly establish the good vision of “creating branded bank and centuries-old store”; secondly, we firmly establish the core values of “customer goes first and compliance takes precedence, good faith being the base, be hard working, be self-critical, be fair, efficient and flexible”; thirdly, we firmly establish the enterprise spirit of “unity, integrity, hard work and innovation”; fourthly, we firmly establish the image of professional managers of “upright, professional, responsible, honest and self- critical”.

(2) “Four Persistences”: Firstly, we always adhere to the operation concepts of “seek change in a stable way, develop with characteristics”, “customer priority, excellent service”, “internal control comes first, compliance comes first”, “asset quality is life”, “bank reputation is lifeblood”, “development is the absolute truth, preventing bank case is an essential effort, making money is a greatly important skill” and “risk is the bottom line and high-pressure line”; secondly, we always adhere to the management concepts of “simple, strict, transparent and happy”; thirdly, we always adhere to the concepts of home of “respect, caring and sharing”; fourthly, we always adhere to the customer market positioning of “being the financial bank for new farmers, new agriculture and countryside, green financial bank, urbanization bank, automobile financial bank, government bank, and people’s bank” and to the regional market positioning of “being rooted in Jiujiang and based on Jiangxi, with the whole China and the whole world covered”.

4. Internal Audit

(1) An independent internal audit organization system was established. The Bank set up an Audit Department in its Head Office, which was subordinate to the Internal Audit Committee under the Board and is responsible to and reports to the Board. It was independent and authoritative. The audit team was divided into six professional groups according to professional division of labor to realize professional and refined management.

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(2) The internal audit licensing rights were clarified. The Internal Audit Charter of Bank of Jiujiang Co., Ltd.* was formulated, which clarified the internal audit licensing right and conferred to the internal audit department the necessary licensing rights to perform its duties.

(3) Management of internal audit quality was implemented. On the one hand, an auditor avoidance system was established to ensure the independence and objectivity of internal audit; on the other hand, internal audit department was required to report on a timely manner to the Board and senior management on the problems found in the audit and supervise the implementation of the rectification activities. At the same time, they were given the right to report directly to the Board, its Audit Committee and the Board of Supervisors any major defects found in internal control.

5. Human Resources

(1) Human resources policies and development mechanisms were relatively sound. Firstly, according to the current situation and future demand forecast of our human resources, we formulated our three-year human resources plan, and asked all departments to formulate their own three-year plan accordingly, so as to optimize the overall layout and cope with future changes. Secondly, the systems, such as, personnel remuneration management, performance assessment management, training system development, personnel withdrawal management, cadre selection and appointment, were revised and improved, and a “double- pillar” system was established. Thirdly, according to the regulatory requirements, we formulated a job rotation plan and implemented it on a quarterly basis, with the proportion of job rotation reaching more than 90%. Fourthly, we required employees who had access to important business information to sign non- competition agreements, with desensitization period specified, and we will update such agreements in 2019.

(2) The Bank established clear criteria for selecting human resources. Firstly, professional ethics and professional competence were taken as the basic conditions for selection and employment of human resources. We have been adhering to the core values, i.e. honesty and hard work, and to the bottom line of selection and appointment of human resources. The qualifications for personnel to be employed in six business lines were clearly defined, and two qualification exams were organized annually. Secondly, we paid attention to employee training and continuing education. We enhanced the capacity of the employees through new employee training, off-the-job training, subbranch president’s ability improvement training, outbound learning chance for excellent employees and other offline training forms, while opening up an online learning channel, i.e. “Jiuyin easy learning”, to break through the limitations of time and space, significantly enhancing the normalization and effectiveness of employee education and training.

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(3) The Bank’s remuneration of human resources basically matched with the assessment incentive mechanism. The Bank formulated Remuneration Management Measures for Personnel of Bank of Jiujiang Co., Ltd.*. This helped realize the remuneration of employees was linked to their rank and post level. At the beginning of each year, the Bank formulates assessment plan of various organs, departments and employees, which is incorporated into the performance assessment system, and distributes the performance remuneration according to the results of the performance assessment.

6. Social Responsibility

As a bank in the heart of Fellow townsmen, the Bank pursued the coordination between economic benefits and social benefits, short-term interests and long-term interests, self- development and social development, and focused on the healthy and harmonious development between enterprises and employees, society, and environment. Firstly, the Bank adhered to the concepts of “customers come first and create maximum value for customers” and incorporated such concepts into its corporate culture. The Bank was integrity-based with a grateful heart and sentiment. Secondly, we actively provided poverty alleviation aid to designated poverty- stricken villages and towns, established funds with an aim to respect the elders and love the youths. In addition, the Bank also organized activities such as “One-day Thanksgiving Donation”, “consolation to the army” and “respect the old and love the young” annually. The Bank often organized special activities such as consumer rights protection publicity, New Year’s concert, etc. to give back to customers and society, earnestly performed its corporate social responsibility, and received high recognition from the society.

(II) Risk Assessment

1. Risk Management System

(1) The Bank built a relatively sound risk management structure. The Board of the Bank set up a Risk Management Committee to assist the Board in examining and approving the Bank’s risk strategy, risk management policy and major risk management system. Under the senior management, there were Asset and Liability Committee, Risk Classification Committee and Business Continuity Management Committee, which assisted the senior management to be in charge of asset and liability, liquidity, credit asset risk classification and business continuity management. The Risk Management Department is our functional department for comprehensive risk management, which takes the lead in carrying out daily management of comprehensive risk, including implementing the construction of comprehensive risk management system, taking the lead in coordination, identification, measurement, assessment, monitoring, control or mitigation of comprehensive risk and all kinds of important risks, and timely reporting to senior management, in addition to continuously monitoring risk management strategies, risk preferences and implementation of risk management policies, and organizing risk assessment and other work.

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(2) The Bank set up relatively clear risk management objectives. Centered on the development strategy and risk preference, the Bank established and continuously improved its comprehensive risk management system covering all kinds of risks to help it implement risk management comprehensively and effectively, and ensured the realization of development strategy and business objectives.

(3) The Bank set up a relatively optimized risk management system. Taking the opportunity of the consultation project as to procedure for assessment of its internal capital adequacy, the Bank sorted out and drafted in succession relevant regulations and systems for comprehensive risk management. At the end of 2017, we successively issued several risk management systems, such as, the Basic Policies of Comprehensive Risk Management of Bank of Jiujiang*, Measures for Credit Risk Management of Bank of Jiujiang Co., Ltd.*, Measures for Market Risk Management of Bank of Jiujiang Co., Ltd.* (Provisional), Policy for Operational Risk Management of Bank of Jiujiang Co., Ltd.*, Measures for Concentration Risk Management of Bank of Jiujiang Co., Ltd.* (Provisional), Measures for Liquidity Risk Management of Bank of Jiujiang Co., Ltd.*, Measures for Bank Account Interest Rate Risk Management of Bank of Jiujiang Co., Ltd.* (Provisional), Measures for Risk Preference Management of Bank of Jiujiang Co., Ltd.*, Measures for Major Risk Identification and Assessment Management of Bank of Jiujiang Co., Ltd.*, filling the blank in management systems for various risks.

(4) The Bank gradually improved its risk management system. We accelerated the informationization and systematization of risk management and control. We were carrying out the construction of internal rating project and risk limit project as to non-retail customer under credit risk. Next, we will gradually promote the construction of risk limit project under market risk and of follow-up risk information system such as operational risk system.

2. Risk Identification

(1) The risk identification covered a relatively comprehensive scope. The Bank identified and evaluated various risks, including credit risk, market risk, operational risk, liquidity risk, interest rate risk of bank account, concentration risk, compliance risk, reputation risk, strategic risk, information technology risk, asset-backed securitization risk and other risks faced by the Bank.

(2) The Bank has made it clear key points of risk identification. Firstly, as to credit risk identification, the Bank focused on whether the investigation, review, rating, credit, authorization, post-loan management and other business operations followed relevant management regulations. Secondly, the market risk identification covered our new products and business, as well as the various business and products that had been carried out involving market risk. Thirdly, as to operational risk identification, the Bank focused on the risk of loss caused by imperfect or problematic internal procedures, employees and information

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technology systems, and external events. Fourthly, as to liquidity risk identification, the Bank paid attention to the liquidity risk factors involved in asset, liability and asset-liability matching management, and applied appropriate methods and models for analysis and monitoring of asset-liability maturity mismatch, diversification and stability of financing sources, high-quality liquidity assets, liquidity risk of important currencies and market liquidity in different time periods under normal and pressurized scenarios.

(3) The Bank was relatively weak at continuous risk identification. The Bank has taken internal and external factors into account when identifying various risks, but when the environment and conditions changed, it was not yet possible to re- identify and re-assess the risks in time to ensure that any new and previously uncontrolled risks were identified and controlled.

3. Risk Assessment

The Bank has formulated and issued the Measures for Major Risk Identification and Assessment Management of Bank of Jiujiang Co., Ltd.* and provided major risk identification and assessment programs and models. Every year, nine major risks under comprehensive risk management, including credit, market, operation and liquidity, are identified from three aspects – the possibility of risk occurrence, the financial impact and non-financial impact, in order to identify the major risks and non-major risks faced by the Bank. At the same time, at the end of each year, a risk preference statement will be formulated for the next year, that is, setting the risk tolerance of our business in the next year, and the business development will be controlled within such risk tolerance.

4. Response to Risk

Firstly, nine major risks were assessed in perspectives of risk status and risk management. According to the assessment results, the vulnerabilities of risks were improved, management was strengthened and risk was reduced. At the same time, risk tolerance was improved by adding bank capital surcharge to the second pillar. Secondly, according to the scope, procedure and frequency specified in the system, comprehensive risk management reports and special risk management reports were prepared and submitted to the Board and regulatory bodies on a regular basis. However, the procedures and contents of risk reporting needed to be further optimized.

(III) Control Activities

1. Institutional Control. The Bank has established an overall and comprehensive institutional system, covering aspects of risk control, internal management, business operations, including counter, credit, funds, intermediary and other businesses, with a coverage of the whole process of front-end business, middle-stage management and back-end support. This provided a clear system for each area of business operation and management to ensure that there were regulations and rules to follow in carrying out all and each work. At the same time, in order to ensure that the internal system was

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consistent with the regulatory requirements, met the development needs, and adapted to the operating conditions, the Bank had established the monitoring and prompting mechanism of external laws and regulations and the post-assessment mechanism of internal system, which realized the mapping and transformation of regulatory requirements, and strengthened the regulatory, guiding and safeguarding role of the system in our business development.

2. Separation and Control of Incompatible Jobs. Firstly, the Bank separated incompatible jobs. As to most incompatible jobs, the Bank adopted separation measures, forming a working mechanism for all employees to perform their respective duties and restrict each other, such as the establishment and management of three lines of defenses, annual update of the responsibilities of all departments of Head Office, and sorting out the responsibilities of each post. Secondly, the Bank had established the system of job rotation and compulsory leaves for key posts. According to regulatory requirements and the actual situation of the Bank, the scope, duration and mode of job rotation had been clearly formulated. For example, the head of a subbranch at the grass-roots level must execute a job rotation every three years while the head of Accounting Department must do so every two years.

3. Authorization and Approval Control. Firstly, the Bank established a relatively optimized authorization management system, formulated Measures for Authorization Management Measures for Legal Persons of Bank of Jiujiang,* and revised in due time according to the operation and management situation. Secondly, the Bank gave written authorization to branches and business departments annually, and clarified the business licensing rights of the branches and business departments. Thirdly, according to the economic level and franchise of different regions, authorization was given for specific business types. For branches with relatively weak risk management level, their relevant business licensing rights that had been granted were controlled until cancelled, so as to realize differentiated authorization.

4. Accounting Control. First, we strictly implemented the unified national accounting standards and have formulated relevant systems such as the Measures for the Management of Financial Expenses Reimbursement of Bank of Jiujiang Co., Ltd.*. Secondly, we employed relevant certificated and qualified practitioners and strengthened the basic work of accounting and improved the level of financial management by strengthening the continuing education of accounting practitioners and the off-the-job training of financial personnel. Thirdly, the Bank stipulated that accounting vouchers, accounting books and financial accounting reports shall be kept by special persons; and that accounting data exceeding the required safekeeping years shall be transferred to the Operation Management Department for safekeeping, so as to ensure the authenticity and integrity of accounting data.

5. Budget Control. Firstly, we established and implemented a relatively comprehensive budget management system and formulated and issued the Measures for Budget Management of Bank of Jiujiang Co., Ltd.* (Provisional) to further strengthen the comprehensive budget management. We also improved the system for unified

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management as to rights, responsibility and benefits, clarified the responsibilities of various units in budget management, and implemented a budget model featured with horizontal and vertical integration. In addition, the Bank adopted the budget preparation process of “three issuance to lower level and two reports to higher level” to standardize the formulation, examination and approval, issuance and implementation of the budget. Secondly, we established an effective budget assessment and restraint mechanism, an integrated budget system and performance assessment methods of operating units to further optimize the budget implementation assessment, while subdividing the costs into fixed costs, performance costs and development costs, and verified the branches’ cost budget according to the actual operating conditions of branches. In addition, the Bank took corresponding assessment measures to promote budget units to execute the cost budget. Thirdly, budget plans and changes were examined and approved strictly in accordance with the process. On the one hand, upon preparation, budget plans were submitted to the Board for consideration in time. On the other hand, where there were any significant differences in budget implementation, and an adjustment to the budget was needed in deed, budget data would be adjusted strictly in accordance with the approval process stipulated in the Measures for Budget Management of Bank of Jiujiang Co., Ltd.* (Provisional).

6. Performance Assessment Control. Firstly, the Bank established and implemented a comprehensive performance assessment system according to the requirements of the regulatory guidelines for performance assessment of financial institutions. Every year, according to the orientation of the Bank’s operation performance assessment, it formulates the methods for assessing the performance of branches and business lines, and regularly circulates the results of such assessments. Secondly, the Bank revised the performance assessment indicator system in time according to the need. In accordance with the requirements of external regulatory requirements, changes in macro-policies or adjustments in the industry’s operation strategies and timely revision of various assessment indicators would be made. Thirdly, the Bank made full use of the results of performance assessment. The assessment results were directly related to the rank, remuneration, withdrawal and promotion of the employees.

7. System Control. Firstly, the Bank built a relatively comprehensive information system for data management, including ODS system, data management and control platform, big data platform, data visualization platform, anti-money laundering system, transaction anti-fraud system and other information systems, better improving the level of data management and system data quality. Secondly, the Bank’s client control has been relatively sound. The Bank formulated Measures for Computer Desktop Terminal Management of Bank of Jiujiang Co., Ltd.* and Measures for Management of Employees’ Access to the Internet of Bank of Jiujiang Co., Ltd.* and other client security management and control systems. The Bank required office terminals to be dedicated terminals, isolated from the Internet, and set up strict security principles such as identity authentication, network access, process control, and prevention of outreach. Thirdly, we strictly managed the use of information and set up licensing rights. By building a unified identity authentication management platform, we could distinguish the system licensing rights accessible to different employees and locate their system

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access records. Where any employee was to be transferred, it must go through transfer processes before it could go through the transfer formalities. Through such processes, we could ensure the completion of licensing rights recovery and of work and data handover.

8. Anti-malpractice Mechanism. Firstly, the Bank supervised and inspected the behavior of the whole bank and its Party organizations, Party members and other employees in violation of national laws, regulations, policies and Party disciplines and rules from the aspects of non-pure business, such as people, finance and property, and carried out special rectification work and learning, warning, and education activities. Secondly, the Regulations on the Management of Letters and Visits of Bank of Jiujiang Co., Ltd.* was formulated to regulate the process of letters and visits, set up special telephone, mailbox and reception room for letters and visits. According to it, the Bank actively checked and dealt with the clues of reported cases. Every year, the branches are inspected for honesty and integrity, and “double investigation of one case” is strictly implemented. Violations of law and discipline are vigorously investigated and dealt with. If their such violations are verified upon investigation, they will be held accountable strictly in accordance with Measures for Handling Minor Irregularities and for Points Management of Employees of Bank of Jiujiang Co., Ltd.*, Measures for Dealing with Irregularities and Dereliction of Duty of the Employees of Bank of Jiujiang Co., Ltd.* and other regulations.

9. Consolidated Statement Management Control. Firstly, the Bank issued Measures for Management of Consolidated Statement of County Banks of Bank of Jiujiang Co., Ltd.*, Rules for Management of Consolidated Statement of County Banks of Bank of Jiujiang Co., Ltd.* and other consolidated statement management systems to clearly define the scope of the consolidated statement management, the principles and standards for confirming the branches for consolidated statements, and the content and methods of consolidated statement management. Secondly, an internal firewall system was established between the county bank and its branches, which could identify the individual and overall risks of branches in time and accurately, and effectively prevent financial risks from spreading within the bank group by prudent isolation of equity, management, business, personnel and information, so as to achieve the coordination and unification between business coordination and risk isolation.

(IV) Information and Communication

1. Information Index System. The Bank built a reporting platform to prepare various types of reports according to business management needs, which facilitated regular analysis and comparison of different data, provided data analysis tools for marketing, risk management and other business activities, and provided systematic support for management’s refined decision-making.

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2. Information Disclosure Mechanism. The Bank formulated the Measures for Information Disclosure Management in Bank of Jiujiang Co., Ltd.* (Applicable to H Shares) to stipulate the specific disclosure content, clarify the responsibilities of all parties involved in information disclosure, and establish a relatively optimized information disclosure system.

3. Internal Information Transmission Mechanism. The Bank established a basic smooth information transmission mechanism, which adopted both online and offline ways to transfer information smoothly from top to bottom, so that the information could be transmitted to the relevant branches, departments and employees according to the internal control route.

(V) Internal Supervision

1. Internal Supervision Organization Structure. The Bank has established a relatively optimized organizational structure of internal control and supervision. Firstly, the Board was responsible for ensuring that the Bank’s establishment and implementation of a sufficient and effective internal control system; examined and approved our overall business strategy and major policies and regularly inspected and evaluated the implementation thereof. Furthermore, the Board ensured that the Bank operated prudently within the framework of laws and policies, and clearly set standard of acceptable risk levels; and that senior management took necessary measures to identify, measure, monitor and control risks and also monitored and evaluated the adequacy and effectiveness of the internal control system. Under the Board, an Audit Committee was set up to supervise the effective implementation of Bank’s internal control and self- assessment of internal control, and coordinate internal control audit and other related matters. Secondly, the Board of Supervisors was responsible for supervising the Board and senior management to improve the internal control system, supervising the Board, directors and senior management to perform their respective duties as to internal control; and requiring Directors, chairman and senior management to correct their actions that damage the interests of the Bank and supervising their corrections. Thirdly, senior management was responsible for formulating our internal control policies, monitoring and evaluating the adequacy and effectiveness of the internal control system, and implementing decisions of the Board. Meanwhile, it also was responsible for establishing procedures and measures for identifying, measuring, monitoring and controlling risks, and establishing and improving internal organizations to ensure the effective performance of the duties as to internal control. Fourthly, the Compliance Department of the Head Office, as the functional department of the Bank in terms of internal control management, took the lead in the overall planning, organized implementation and inspection and assessment of the internal control system. The Audit Department of the Head Office is the supervisory and evaluating department for the internal control of the Bank, which was responsible for the overall supervision and evaluation of the internal control of various business lines and branches and carried out an annual evaluation of the effectiveness of the overall internal control of the Bank in addition to defect identification and tracking and issuing independent evaluation opinions.

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2. Internal Supervision. Firstly, all departments of each business line of the Bank established the working mechanism and process of daily supervision and inspection, formulated the management system of daily supervision and inspection, clarified the responsibility orientation of organs at all levels and all departments in daily supervision and inspection, and specified the inspection process, reporting route and operation standards, etc. At the same time, according to the results of risk assessment and the effectiveness of daily supervision, the focus of special supervision work was determined. Secondly, the internal audit work closely centers on the “three key points” (key points focused by supervisors and the Board, key business and key risk areas) every year. In addition, they followed the risk-oriented principle to rationally arrange audit resources and complete the annual audit plan.

3. Rectification and Supervision Mechanism. Firstly, a tracking mechanism for rectification was established. The Bank required the inspected organs to clarify the responsible departments, acceptance departments, rectification standards, rectification methods, rectification time limits, rectification objectives, responsibilities for absent rectification and so on, and to implement rectification one by one from the level of irregularities but also from the root sources, such as, mechanism, system and process and etc. Secondly, The Bank designated special departments to follow up the rectification of internal control defects and investigate the responsibility of relevant responsible units or persons for any major defects found in internal supervision.

4. Internal Control Assessment. The Bank organizes all departments and branches to carry out internal control self-assessment on at least an annual basis. The Compliance Department of the Head Office conducts spot checks and reviews on the results of internal control self-assessment, follows up the results of internal control self- assessment, summarizes the implementation of internal control defect rectification measures, regularly reports the implementation to the senior management of the Head Office, and eventually forms the internal control self-assessment report to be submitted by it to the Board.

III. Identified Internal Control Defects

Some governing bodies failed to adequately perform their duties, while individual governing bodies failed to follow standardized procedures in performing their duties. The organizational structure was not optimized in part. The departmental responsibilities were not clearly defined and some problems remained long unresolved. The internal control mechanism was not well sound. The construction of some internal control systems was lagging behind and performance assessment settings for some organs (employees) were not standardized. Remuneration management was not implemented in place. The job rotation and compulsory leave were not implemented in place in the Bank. Insufficient attention was paid to the regulatory opinions. There were shortcomings in system construction. The information communication and feedback mechanism were not smooth enough and the internal audit supervision was inefficient.

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IV. Proposed Corrective Measures

1. To sort out the internal control system and make up for the blanks in the system. We will appoint special departments to take charge of sorting out of system. We will accelerate the transformation of system results to internal control results through the combination of sorting out of system and internal control evaluation, and via mutual promotion of system improvement and internal control optimization. In accordance with the principle of gradual progress and priority first, special personnel were arranged to work with various departments to sort out the business line system in an all-round way, to make in-depth diagnosis and detailed analysis of business products, management mechanism and risk control process, and to improve the effectiveness of internal control through the establishment and improvement of relevant systems.

2. To optimize the management structure and strengthen supervision and inspection. The Bank will further optimize the organ setting and management structure to make responsibilities, rights and interests matched with each other, strengthen the construction of the “three lines of defenses”, and form a checks and balances mechanism with clear responsibilities, effective checks and balances, orderly operation, advance of checks, mutual restrictions and supervision. The Bank should give full play to the supervision and inspection functions of departments of business lines, risk compliance and internal and external audits, and intensify on-site inspections of high-risk organs, high-risk businesses and personnel of key posts. Meanwhile, we should promote problems discovered and corrected in time and eliminated in their infancy.

3. To strengthen risk management and control and enhance the ability of management and control. Firstly, we will intensify risk investigation. According to the external regulatory requirements and internal system requirements, targeted inspection will be carried out to find out the root cause of risks and eliminate potential risks. Secondly, we will accelerate the construction of comprehensive risk execution information system. With the help of internal rating as to non-retail customer, risk limit management and the construction of intelligent retail risk control platform and other risk execution information systems, the Bank strives to improve our risk measurement level and risk management and control capabilities. Thirdly, we will carry out comprehensive compliance inspection. Compliance inspection will be carried out on business lines such as loans, investment, trade and financing, bills, operations, information technology, etc. to ensure that business is carried out in accordance with laws and regulations. Fourthly, we will carry out risk inspection of IT outsourcing and disaster preparedness exercises in other places to further strengthen IT risk management capability. Fifthly, we will strengthen the role of audit in supervision. We will intensify the audit of key areas and weak links such as cross financial services, credit violations and so on, and give full play to the role of audit in correction.

4. To promote compliance construction and strengthen compliance management. Firstly, we will strengthen system management. We will designate special personnel to work with compliance managers of business lines to re-sort out the systems of each department, carry out post-system evaluation, and do a good job in system abolition,

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revision and establishment. At the same time, we will regularly monitor the external regulatory system, and complete work of internalization of external regulations to ensure that the internal system meets the regulatory requirements. Secondly, we will improve the quality of internal control assessment. The internal control processes will be sorted out comprehensively, and the internal control measures will be perfected from the aspects of risk prevention and compliance promotion. Thirdly, we will strengthen compliance risk assessment. We will make efforts to find out the areas with high and frequent compliance risk and take targeted measures to deal with them. Fourthly, we will strengthen compliance inspection. We will further improve the overall planning and effectiveness of compliance inspection, intensify the inspection of key areas, severely punish violations and raise the cost of violations. Fifthly, we will construct compliance information system. We will initiate the construction of compliance execution information system, realize the online operation of compliance management work such as system management, inspection management, education and training, risk monitoring, and enhance the ability of compliance risk identification, assessment, early warning and disposal.

5. To strengthen cultural construction and create an atmosphere of compliance. Firstly, we will strengthen training and learning, the employees’ study of laws and regulations, promote their learning, knowledge, understanding and use of laws, and strengthen their awareness of laws and regulations, in order to create a good atmosphere of “everyone complies with the laws and regulations”. Secondly, we will strengthen warning education. We will also educate our employees with the cases and incidents around us, build up the employees’ awe in the laws and regulations, internalize and externalize the consciousness of compliance, keep in mind that “no irregularities in business”, and operate in accordance with the law.

- 54 - APPENDIX VII EXECUTION OF 2018 BUDGET FOR INFORMATION TECHNOLOGY

The Bank’s execution of 2018 budge was managed according to a capital pool model. The overall budget capital pool consisted of two parts: the infrastructure capital pool and the business system construction capital pool.

The total budget for the science and technology project construction capital pool of the whole year was RMB115.035 million for the Bank as a whole. Among them, the amount of infrastructure capital pool amounted to RMB65.035 million, among which the executed amount was RMB47.4813 million, accounting for 73.01%. Please see the following table for the budget and execution of information technology infrastructure capital pool of 2018.

Budget executed Budget for in the year of Proportion of Budget categories Budget items the year of 2018 2018 executed budget (RMB10,000) (RMB10,000)

Basic platform 1,446.00 927.42 64.14% Basic platforms construction projects

Operation and 400.00 400.00 100.00% maintenance costs for Industrial Bank

Software and hardware 3,007.50 2,183.88 72.61% equipment procurements Basic operation and and basic operation and maintenance maintenance projects

Daily office electronic 850.00 453.00 53.29% equipment

Line costs 700.00 716.43 102.35%

Gartner service charges 60.00 53.00 88.33% General Professional trainings 40.00 14.40 36.00%

Total 6,503.50 4,748.13 73.01%

There were 58 declared budget projects in 2018, with 55 implemented, and three (3) unexecuted. Among them, better alternatives were found for the two operation and maintenance projects which helped save budget and expenses. The macro data platform project, pursuant to the procurement arrangement of the head office in 2018, will conduct purchase in 2019.

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In 2019, the annual budget of Information Technology Department consisted of two major parts, namely the “science and technology construction budget” and the “office and logistics budget”, with a total amount of RMB77.656 million. Among them, the amount of the science and technology construction budget is RMB68.955 million while the amount of the office and logistics budget is RMB8.701 million. Details are as follows:

Science and technology construction budget

(1) The “base platform construction cost” is approximately RMB13.05 million. The basic platform is a system that provides basic services, including basic data supply, normalized management of projects and demands, standardized management of interfaces and data. It serves various business line systems of the Bank as a whole. For example, ODS provides data support for credit system, asset securitization system, and wealth management system; the big data platform provides instant application services for unified digital channel and anti-fraud activities.

(2) “Software and hardware equipment procurement and basic operation and maintenance cost” is approximately RMB36.605 million, mainly including the cost of science and technology operation and maintenance of the Bank as a whole. It involves the basic operation and maintenance cost of the data centers in Wuhan and Jiujiang, electricity charge of data centers, the procurement of hardware products such as network equipment and servers of the whole Bank, and procurement of maintenance services for each system, etc.

(3) The line cost includes the cost of the dedicated line of each branch office and the two data centers, amounting to approximately RMB7.88 million.

(4) The cost of daily office electronic equipment covers the purchase cost of office electronic equipment, the cost of operating system authorization and office consumables, amounting to approximately RMB6.21 million.

(5) The consulting and training cost are mainly used for the annual IT line training program and industry consulting and communication cost of the Bank, amounting to approximately RMB1.05 million.

(6) Operation and maintenance cost of core systems of Industrial Bank is approximately RMB4 million.

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(7) Year-on-year changes in budget for science and technology

Budget for information technology infrastructure capital pool for the year of 2019 (Unit: RMB10,000)

(Budget) growth proportion comparison between Budget for the year Budget for the year the year of 2019 and Budget categories Budget items 2018 of 2019 2018 (budget) (RMB10,000) (RMB10,000)

Basic platform construction 1,446.00 1,305.00 -9.75% Basic platform projects

Operation and maintenance 400.00 400.00 0.00% costs for Industrial Bank

Software and hardware 3,007.50 3,686.50 22.58% equipment procurements and Basic operation and basic operation and maintenance maintenance projects

Line costs 700.00 788.00 12.57%

Daily office electronic 850.00 621.00 -26.94% equipment

IT Consulting service fee 60.00 65.00 8.33% General Professional training 40.00 30.00 -25.00%

Total 6,503.50 6,895.50 6.03%

Office and logistics budget

The office and logistics budget of the Bank amounts to approximately RMB8.701 million, divided into 15 budget items: office supplies cost, post cost, business entertainment expenses, labor protection fees, fuel cost for vehicles and ships (traffic subsidies), welfare expenditure, travel expenses, public miscellaneous fees, property fees, natural gas, water and electricity charges, property taxes, food supplies fees, chef fees and others.

- 57 - NOTICE OF THE 2018 ANNUAL GENERAL MEETING

BANK OF JIUJIANG CO., LTD.* 九江銀行股份有限公司* (A joint stock company incorporated in the People's Republic of China with limited liability) (Stock code: 6190)

NOTICE OF THE 2018 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2018 annual general meeting (the “AGM”) of the Bank of Jiujiang Co., Ltd.* (the “Bank”) will be held at 10:00 a.m. on Tuesday, 21 May 2019 at the Conference Room on 4th Floor, Bank of Jiujiang Mansion, No. 619 Changhong Avenue, Lianxi District, Jiujiang, Jiangxi Province, the People’s Republic of China (“PRC”), for the Shareholders to consider and, if thought fit, to approve the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the 2018 Directors’ Report of the Bank;

2. To consider and approve the 2018 Supervisors’ Report of the Bank;

3. To consider and approve the 2018 Annual Report of the Bank;

4. To consider and approve the 2018 Evaluation Report of Directors and Senior Executives from the Board of Directors of the Bank;

5. To consider and approve the 2018 Evaluation Report of Directors, Supervisors and Senior Executives from the Board of Supervisors of the Bank;

6. To consider and approve the 2018 Evaluation Report of Substantial Shareholders of the Bank;

7. To consider and approve the 2018 Final Financial Accounts of the Bank;

8. To consider and approve the 2019 Financial Budget Plan of the Bank;

9. To consider and approve the proposal in relation to appointment of accounting firm for the year 2019;

10. To consider and approve the proposal in relation to appointment of offshore dividend agency;

11. To consider and approve the proposal in relation to election of Mr. Lu Tingfu as a Shareholder Supervisor of the fifth Board of Supervisors of the Bank;

12. To consider and approve the 2018 Special Report on Connected Transactions of the Bank;

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13. To consider and approve the proposal in relation to estimate amount of the recurring connected transactions of the Bank for the year 2019;

14. To consider and approve the 2018 Evaluation Report of Internal Control of the Bank;

15. To consider and approve the proposal in relation to execution of 2018 budget for information technology of the Bank;

16. To consider and approve the proposal in relation to 2019 budget for information technology of the Bank;

17. To consider and approve the 2018 Profit Distribution Plan of the Bank;

SPECIAL RESOLUTION

18. To consider and approve the proposal in relation to issuance of green finance bond.

By Order of the Board Bank of Jiujiang Co., Ltd.* Liu Xianting Chairman

Jiangxi, the People’s Republic of China 4 April 2019

Notes:

1. Pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”), all votes of resolutions at the AGM will be taken by poll except where the chairman, in good faith, decides to allow a resolution which relates purely to a procedural or administrative matter to be voted on by a show of hands. The voting results will be published on the website of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the website of the Bank (www.jjccb.com) in accordance with the Listing Rules.

2. Closure of register of members, eligibility for attending and voting at the AGM

The register of members of the Bank will be closed from Sunday, 21 April 2019 to Tuesday, 21 May 2019 (both days inclusive), during which period no transfer of shares will be effected. Shareholders whose names appear on the register of members of the Bank on Tuesday, 21 May 2019 are entitled to attend and vote at the AGM.

For a holder of the shares of the Bank to be eligible for attending and voting at the AGM, all completed and signed share transfer documents (together with the relevant share certificates) and other appropriate documents of the holders of the shares of the Bank shall be delivered to the H Share Registrar of the Bank, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (for the holders of the H Shares) or the office of the Board of Directors of the Bank at Bank of Jiujiang Mansion, No. 619 Changhong Avenue, Lianxi District, Jiujiang, Jiangxi Province, PRC (for the holders of the Domestic Shares) not later than 4:30 p.m. on Thursday, 18 April 2019 for registration.

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3. Arrangement on dividend distribution

The board of directors of the Bank has recommended the distribution of a final cash dividend of RMB0.8 (inclusive of tax) per ten shares for the year ended 31 December 2018, approximately amounting to a total of RMB192.59 million (inclusive of tax). Subject to approval of the proposal at the AGM, the dividend will be paid to domestic shareholders and H shareholders whose names appear on the register of members of the Bank on Monday, 3 June 2019. The proposed dividends payable are denominated in Renminbi, and will be paid to domestic shareholders in Renminbi and H shareholders in Hong Kong dollars. Calculation of the exchange rate for dividends payable in Hong Kong dollars will be based on the average of central parity rates of Renminbi to Hong Kong dollars of the interbank foreign exchange market as announced by the People’s Bank of China on five working days preceding the date of declaration of the dividend at the AGM (including the day the AGM will be held).

4. Closure of register of members and eligibility for final dividend distribution

The register of members of the Bank will be closed from Wednesday, 29 May 2019 to Monday, 3 June 2019 (both days inclusive), during which period no transfer of shares will be effected. Shareholders whose names appear on the register of members of the Bank on Monday, 3 June 2019 are entitled to the final dividend distribution.

For a holder of the shares of the Bank to be eligible for the final dividend distribution, all completed and signed share transfer documents (together with the relevant share certificates) and other appropriate documents of the holders of the shares of the Bank shall be delivered to the H Share Registrar of the Bank, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (for the holders of the H Shares) or the office of the Board of Directors of the Bank at Bank of Jiujiang Mansion, No. 619 Changhong Avenue, Lianxi District, Jiujiang, Jiangxi Province, PRC (for the holders of the Domestic Shares) not later than 4:30 p.m. on Tuesday, 28 May 2019 for registration.

5. Reply slip

The Shareholders who intend to attend and vote at the AGM (in person or by proxy) shall complete the reply slip for the AGM, and deliver it by hand, by post or by fax on or before Wednesday, 1 May 2019 to the H Share Registrar of the Bank, Computershare Hong Kong Investor Services Limited, 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (for the H Shareholders) or the office of the Board of Directors of the Bank at Bank of Jiujiang Mansion, No. 619 Changhong Avenue, Lianxi District, Jiujiang, Jiangxi Province, PRC (for the Domestic Shareholders).

In the event that, according to the reply slips received by the Bank, the number of shares with voting rights represented by those Shareholders intending to attend the AGM fails to reach more than half of the total number of shares with voting rights at the AGM, the AGM may be postponed.

6. Proxy

Any Shareholder entitled to attend and vote at the AGM is entitled to appoint one or more person(s) (if the Shareholder holds two or more issued shares), whether (each of) such person is a Shareholder of the Bank or not, as his/her/its proxy or proxies to attend and vote on his/her/its behalf at the AGM.

The proxy concerned must be appointed with a power of attorney. The power of attorney concerned must be signed by the principal or the person duly authorized in writing by the principal. If the principal is a corporation, the power of attorney shall be affixed with the common seal or signed by its director or other representative duly authorized in writing. If the power of attorney of the proxy is signed by the authorized person of the principal, such power of attorney or other authorization documents shall be notarized and served at the same time as the power of attorney. To be valid, the form of proxy, together with a notarially certified copy of the power of attorney or other authority must be delivered to the H Share Registrar of the Bank, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (for the H Shareholders) or to the office of the Board of Directors of the Bank at Bank of Jiujiang Mansion, No. 619 Changhong Avenue, Lianxi District, Jiujiang, Jiangxi

- 60 - NOTICE OF THE 2018 ANNUAL GENERAL MEETING

Province, PRC (for the Domestic Shareholders) no later than 24 hours before the scheduled time for the holding of the AGM (i.e. Monday, 20 May 2019 at 10 a.m.) or no later than 24 hours before the convening of any adjournment thereof.

After the completion and return of the form of proxy and the power of attorney, you can attend and vote in person at the AGM or any adjournment thereof should you so wish. In the event that you attend the AGM and vote on the meeting, the authority of your proxy will be deemed to have been revoked.

In the case of joint holders of the shares of the Bank, any one of such holders may vote at the AGM either in person or by proxy in respect of such shares as if he/she was solely entitled thereto. However, if more than one of such joint registered holders be present at the AGM, either in person or by proxy, the vote of that one of them so present, whose name stands first on the register of members of the Bank in respect of such shares shall be accepted to the exclusion of the votes of the other joint registered holder(s)

7. Miscellaneous

(i) The Shareholders or their proxies shall present their identity documents when attending the AGM (or any adjournment thereof). The legal representative of or any other persons officially authorized by a Shareholder shall present his/her identity documents and the notarially certified documents for appointment as a legal representative or valid authorization document(s) (as the case may be) when attending the AGM (or any adjournment thereof).

(ii) The AGM is expected to last for no more than half working day. Shareholders and their proxies attending the meeting shall arrange for their own traveling and accommodation at their own expenses.

(iii) Address of Computershare Hong Kong Investor Services Limited:

17M Floor, Hopewell Centre 183 Queen’s Road East Wanchai, Hong Kong Tel: (852) 2862 8555 Fax: (852) 2865 0990

Address of the office of the Board:

Bank of Jiujiang Mansion No. 619 Changhong Avenue, Lianxi District, Jiujiang Jiangxi Province, PRC Tel: (86) 792 7783 000 - 1101 Fax: (86) 792 8325 019

8. The details about the aforesaid resolutions proposed for the consideration and approval at the AGM will be set out in the circular of the AGM to be despatched by the Bank when appropriate.

As at the date of this notice, the Board of the Bank comprises Mr. Liu Xianting, Mr. Pan Ming and Ms. Cai Liping as executive directors, Mr. Zeng Huasheng, Mr. Zhang Jianyong, Mr. Li Jianbao and Mr. Yi Zhiqiang as non-executive directors, Mr. Chua Alvin Cheng-Hock, Ms. Gao Yuhui, Mr. Quan Ze and Mr. Yang Tao as independent non-executive directors.

* Bank of Jiujiang Co., Ltd. is not an authorized institution within the meaning of the Banking Ordinance (Chapter 155 of the Laws of Hong Kong), not subject to the supervision of the Hong Kong Monetary Authority, and not authorized to carry on banking and/or deposit-taking business in Hong Kong.

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