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.

GUOTAI JUNAN SECURITIES CO., LTD.

國泰君安証券股份有限公司

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

(Stock Code: 02611)

POLL RESULTS OF THE 2020 FIRST EXTRAORDINARY GENERAL MEETING

CONVENING AND ATTENDANCE OF THE MEETING

The first extraordinary general meeting of 2020 (the "Meeting") of Guotai Junan Securities Co., Ltd. (the "Company") was held on 12 August 2020 at City Hotel Shanghai, No. 5-7 Shaanxi South Road, Shanghai, the PRC. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the circular of the Meeting published by the Company dated 24 July 2020.

The Meeting was convened by the board of directors of the Company (the "Board") and presided over by Mr. He Qing, the chairman of the Board. Voting for the resolutions submitted to the shareholders of the Company (the "Shareholders") at the Meeting was conducted by poll, which includes both onsite voting by poll and, for Shareholders of the A shares only, online voting by poll. Representatives of Shareholders of the Company, supervisors of the Company, representatives from Haiwen & Partners, the PRC legal adviser to the Company and Computershare Hong Kong Investor Services Limited, the Company's H share registrar, were appointed by the Company as the scrutineers for the Meeting.

The convening and holding of the Meeting were in compliance with the requirements of the applicable laws and regulations of the PRC and the articles of association of Guotai Junan Securities Co., Ltd. (the "Articles of Association"). 7 of the 17 directors, 6 of the 7 supervisors, and the Board secretary of the Company were present at the Meeting. Certain members of the senior management of the Company also attended the Meeting.

The total number of issued shares of the Company as at the date of the Meeting was 8,907,950,163 shares, comprising 7,516,122,983 A shares and 1,391,827,180 H shares, respectively, which was the total number of eligible shares that entitled the Shareholders to attend and vote for or against or abstain from voting on the resolutions proposed at the Meeting.

To the best knowledge, information and belief of the directors of the Company, there was no restriction on any Shareholders casting votes on the proposed resolutions at the Meeting and no Shareholder had any material interests in the matters considered at the Meeting and was required to abstain from voting at the Meeting.

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Details about the attendance of the Shareholders and their authorized proxies at the Meeting are set out as follows:

Number of Shareholders and authorized proxies attending the Meeting

92

of which:

Number of A share Shareholders

90

Number of H share Shareholders

2

Total number of the voting shares held by the attendees

4,407,647,706

of which:

Total number of shares held by A share Shareholders

3,714,904,389

Total number of shares held by H share Shareholders

692,743,317

Percentage of the total number of voting shares of the Company (%)

49.9793

of which:

Percentage of the voting shares held by A share Shareholders to

the total number of voting shares of the Company (%)

42.1241

Percentage of the voting shares held by H share Shareholders to

the total number of voting shares of the Company (%)

7.8552

POLL RESULTS

The poll results in respect of proposals at the Meeting are set out as follows:

1. To consider and approve the proposed adoption of the Restricted Share Incentive Scheme of A Shares (Draft) and its summary;

Type of

For

Against

Abstain

Number

Percentage

Number

Percentage

Number

Percentage

Shareholders

of votes

(%)

of votes

(%)

of votes

(%)

A Shares

3,698,589,984

99.5608

16,314,405

0.4392

0

0.0000

H Shares

541,664,853

78.1913

151,078,464

21.8087

0

0.0000

Total

4,240,254,837

96.2022

167,392,869

3.7978

0

0.0000

2. To consider and approve the proposed adoption of the Measures for the Implementation, Appraisal and Management of the Restricted Share Incentive scheme of A Shares;

Type of

For

Against

Abstain

Number

Percentage

Number

Percentage

Number

Percentage

Shareholders

of votes

(%)

of votes

(%)

of votes

(%)

A Shares

3,698,589,984

99.5608

16,314,405

0.4392

0

0.0000

H Shares

541,664,853

78.1913

151,078,464

21.8087

0

0.0000

Total

4,240,254,837

96.2022

167,392,869

3.7978

0

0.0000

2

3. To consider and approve the proposed authorization to the Board to deal with matters in relation to the Restricted Share Incentive Scheme of A Shares.

Type of

For

Against

Abstain

Number

Percentage

Number

Percentage

Number

Percentage

Shareholders

of votes

(%)

of votes

(%)

of votes

(%)

A Shares

3,698,589,984

99.5608

16,314,405

0.4392

0

0.0000

H Shares

541,664,853

78.1913

151,078,464

21.8087

0

0.0000

Total

4,240,254,837

96.2022

167,392,869

3.7978

0

0.0000

As more than two-thirds of the votes were cast in favour of each of these resolutions, each of these resolutions was duly passed as a special resolution. Please refer to the circular of the Meeting published by the Company dated 24 July 2020 for details of the above proposals.

LAWYER'S CERTIFICATION

The Company engaged Haiwen & Partners to certify the Meeting. Haiwen & Partners appointed attorney Ms. Mu Jian and Ms. Li Xiaolin to attend the Meeting and issued the legal opinion stating that the convening of the Meeting and its procedures, the qualifications of the Shareholders and their authorized proxies who attended the Meeting, the qualifications of the convener, the voting procedures and the voting results of the resolutions as well as other relevant matters were all in compliance with the requirements of the applicable PRC laws and regulations and the Articles of Association. The resolutions passed at the Meeting is legal and valid.

By order of the Board

Guotai Junan Securities Co., Ltd.

HE Qing

Chairman

Shanghai, the PRC

12 August 2020

As at the date of this announcement, the executive directors of the Company are Mr. HE Qing, Mr. WANG Song and Mr. YU Jian; the non-executive directors of the Company are Mr. LIU Xinyi, Ms. GUAN Wei, Mr. ZHOU Lei, Mr. ZHONG Maojun, Mr. WANG Wenjie, Mr. LIN Facheng, Mr. ZHOU Hao and Mr. AN Hongjun; and the independent non-executive directors of the Company are Mr. XIA Dawei, Mr. SHI Derong, Mr. CHEN Guogang, Mr. LING Tao, Mr. JIN Qingjun and Mr. LEE Conway Kong Wai.

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Guotai Junan Securities Co. Ltd. published this content on 12 August 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 12 August 2020 12:17:07 UTC