Guotai Junan International Holdings Limited announced retirement of Dr. SONG Ming as an independent non-executive director of the Company ("Independent Non-executive Director") at the annual general meeting held on 31 May 2022 . Dr. SONG had notified the Company that he would not seek for re-election as an Independent Non-executive Director at the AGM as he would like to focus on and devote more time to his other business and personal commitments. Accordingly, Dr. SONG retired as an Independent Non- executive Director with effect from the conclusion of the AGM.

Pursuant to Article 100(ii) of the articles of association of the Company, a resolution of expressly not to fill up the vacated office resulting from the retirement of Dr. SONG as a director was duly passed at the AGM. Upon Dr. SONG's retirement, he also ceased to be the chairman of the Nomination Committee and a member of the Audit Committee, the Remuneration Committee and the Risk Committee of the Company. Dr. SONG has confirmed that he had no disagreement with the board of directors of the Company (the "Board") and he was not aware of any matter in relation to his retirement that needed to be brought to the attention of the shareholders of the Company.

Following the cessation of Dr. SONG to act as the chairman of the Nomination Committee of the Company, the Board has resolved that, with effect from 31 May 2022, Professor CHAN Ka Keung Ceajer, an Independent Non-executive Director, has been re-designated as the chairman from a member of the Nomination Committee of the Company and Dr. FU Tingmei, an Independent Non- executive Director, has been appointed as a member of the Nomination Committee of the Company.