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Elections of the Board and the Board of Supervisors

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Elections of the Board and the Board of Supervisors Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, 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 announcement. ELECTIONS OF THE BOARD AND THE BOARD OF SUPERVISORS The board of directors (the “Board”) of Bank of Guizhou Co., Ltd. (the “Bank”) hereby announces that: ELECTION OF THE BOARD Reference is made to the announcement of the Bank dated 14 April 2021 in relation to the proposed appointments of the executive directors. Mr. Yang Mingshang and Mr. Cai Dong were appointed as the executive directors of the second session of the Board, but their performance of duties are still subject to the consideration and approval of the general meeting of the Bank and the approval of their qualifications by China The Banking and Insurance Regulatory Commission (“CBIRC”). Considering the elections of the Board, the Board held a meeting on 7 May 2021 and has considered and resolved to nominate Mr. Yang Mingshang, Mr. Xu An and Mr. Cai Dong as candidates for the executive directors of the third session of the Board of the Bank, Mr. Chen Jingde, Mr. Chen Hanqing, Mr. Chen Hua, Mr. Wang Xiaoyong, Ms. Gong Taotao, Mr. Wang Wencheng, and Mr. Zhao Yong as candidates for the non-executive directors of the third session of the Board of the Bank, and Mr. Wang Gefan, Mr. Tang Xin, Mr. Song Ke, Mr. Law Cheuk Kin Stephen and Mr. Jiang ShangJun as candidates for the independent non-executive directors of the third session of the Board of the Bank. – 1 – Members of the third session of the Board of the Bank shall serve terms of three years. In addition to Mr. Xu An, Ms. Gong Taotao, Mr. Wang Gefan, Mr. Tang Xin, Mr. Song Ke and Mr. Law Cheuk Kin Stephen, who will perform their duties from the date of the consideration and approval at the General Meeting, other director candidates will perform their duties from the date on which the CBIRC approves their qualifications upon the consideration and approval of their appointment at the general meeting for they have not received approvals of their qualifications from the CBIRC yet, with the terms of office end on the expiry date of the term of office of the third session of the Board. The biographical details for the director candidates of the third session of the Board are set out in Appendix I to this announcement. As at the date of this announcement and to the best of the Board’s knowledge, save as disclosed in this announcement, the director candidates do not held any directorship in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas in the past three years. As at the date of this announcement, save as disclosed in this announcement, the director candidates do not have other relationship with any directors, supervisors, senior management or substantial shareholders of the Bank. As at the date of this announcement, Mr. Xu An was considered to be interested in 500,000 shares of the Bank within the meaning of Part XV of the Securities and Futures Ordinance., and other director candidates do not have any interest in the shares of the Bank or its associated companies within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong). There is no other information in relation to the appointments of the director candidates which is required to be disclosed pursuant to the requirements set out in Rules 13.51(2) (h) to (v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Hong Kong Listing Rules”) nor are there any matters which need to be brought to the attention of the shareholders of the Bank. If appointed, the Bank will enter into a service contract with each of the above director candidates. The Board proposed to appoint the director candidates as directors of the Bank. Unless adjustment is required by the relevant applicable laws and regulations, the terms of office of the director candidates shall end on the expiry date of the term of office of the third session of the Board. If appointed, the remunerations of Mr. Yang Mingshang, Mr. Xu An and Mr. Cai Dong during their tenures as executive directors of the Bank will be calculated and implemented as per Notice of the Guizhou Provincial Department of Finance on the Remuneration Management of Principals of Provincial-level Local Financial Enterprises (貴州省財政廳關於省級地方金 融企業負責人薪酬管理有關規定), including basic annual salary, performance annual salary and tenure incentive income, which is specifically organized and carry out by the Guizhou Provincial Department of Finance on an annual basis performance appraisal and report to the provincial salary reform leading group (省薪酬改革領導 小組) for approval and implementation. And the remuneration settlement plan of the Bank. Mr. Chen Jingde, Mr. Chen Hanqing, Mr. Chen Hua, Mr. Wang Xiaoyong, Ms. Gong Taotao, Mr. Wang Wencheng and Mr. Zhao Yong will not receive remuneration – 2 – from the Bank during their tenures as non-executive directors. During their tenures as independent non-executive directors of the Bank, Mr. Wang Gefan, Mr. Tang Xin, Mr. Song Ke, Mr. Law Cheuk Kin Stephen and Mr. Jiang ShangJun will receive independent non-executive directors allowance of RMB150,000 (after tax) per year. This allowance is determined in accordance with applicable laws, regulations and relevant remuneration policy of the Bank. Apart from the aforesaid allowance, the above independent non-executive directors will not receive any other remuneration from the Bank. The annual remuneration of the directors of the Bank will be disclosed in the Bank’s annual report for that year. The aforesaid candidates for independent non-executive directors are selected by the Bank after considering the diversity of Board members in several aspects, including but not limited to age, cultural and educational background, professional skills and knowledge as well as their experience and contribution to be provided to the Board. As at the date of this announcement, to the best knowledge of the Board, the Board is of the view that all candidates for independent non-executive directors meet the independence guidelines set out in Rule 3.13 of the Listing Rules and are independent in accordance with the terms of the guidelines. Due to the election of the Board, Mr. Li Shoubing, the independent non-executive director of the bank, will no longer act as an independent non-executive director of the Bank from the date of the approval of the election of the third session of the Board of the Bank. Mr. Li Shoubing confirms that he has no disagreement with the Board and there is no matter that needs to be brought to the attention of the shareholders of the Bank or The Stock Exchange of Hong Kong Limited. During his tenure as an independent non-executive director of the Bank, Mr. Li Shoubing was diligent and conscientious, actively providing advice and suggestions for the operation and development of the Bank, and has contributed a lot to the Bank. For this, the Bank would like to express its sincere gratitude to him. In the meantime, reference is made to the announcement of the Bank dated May 20, 2020 in relation to (among others) the appointments of directors. Mr. Shi Xianyin and Mr. Zhong Xueliang, the proposed non-executive directors of the bank, will no longer be the proposed non-executive directors of the Bank from the date of approval of the election of the third session of the Board of the Bank. They confirm that they have no disagreement with the Board and there is no matter that needs to be brought to the attention of the shareholders of the Bank or The Stock Exchange of Hong Kong Limited. – 3 – ELECTION OF THE BOARD OF SUPERVISORS The board of supervisors of the Bank (the “Board of Supervisors”) held a meeting on 7 May 2021, and has considered and agreed to nominate Mr. Su Zhi, Mr. Yin Xinquan and Mr. Chen Houyi as candidates for the external supervisors of the third session of the Board of Supervisors of the Bank and Mr. Ma Peng, Mr. Cheng Yunlong and Ms. Xu Yu as candidates for the shareholder supervisors of the third session of the Board of Supervisors of the Bank. The aforesaid supervisor candidates will take office commencing from the date on which their elections have been considered and approved at the general meeting. Members of the third session of the Board of Supervisors of the Bank shall serve terms of three years. The biographical details for aforesaid supervisor candidates are set out in Appendix II to this announcement. As at the date of this announcement and to the best of the Board of Supervisors’ knowledge, save as disclosed in this announcement, the aforesaid supervisor candidates do not held any directorship in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas in the past three years. As at the date of this announcement, save as disclosed in this announcement, the aforesaid supervisor candidates do not have other relationship with any directors, supervisors, senior management or substantial shareholders of the Bank. As at the date of this announcement and to the best of the Board of Supervisors’ knowledge, the aforesaid supervisor candidates do not have any interest in the shares of the Bank or its associated companies within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).
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