NOTICE IS HEREBY GIVEN that the 2012 fi rst extraordinary general meeting (the “EGM”) of the shareholders of Bank of China Limited (the “Bank”) will be held at the Multi-function Hall, B2, Bank of China Head Offi ce Building, No. 1 Fuxingmen Nei Dajie, Xicheng District, Beijing, the People’s Republic of China (“PRC”) at 9:30 a.m. (registration will begin at 8:30 a.m.) on Friday, 6 January 2012 for the purpose of considering and approving the following resolutions:
ORDINARY RESOLUTIONS
1. To consider and approve the Remuneration Plan for the Chairman, Executive Directors, Chairman of Board of Supervisors and Shareholder Representative Supervisors of 2010.
2. To consider and approve the proposal in relation to the election of Mr. WANG Yongli as Executive Director of the Bank.
SPECIAL RESOLUTION
3. To consider and approve the proposal in relation to the amendment of the Articles of Association of the Bank as follows:
Article 134 of the Articles of Association before the proposed amendment reads:
“At least three (3) of the members of the board of directors shall be independent directors. When an independent director fails to satisfy the independence requirements or there are other circumstances that he/she is not fi t to continuously perform the duty as an independent director, causing the number of independent directors fail to meet the requirement hereof, the Bank shall elect supplementary independent directors in accordance with relevant stipulations.”
Article 134 of the Articles of Association after the proposed amendment shall read (the proposed amendment is underlined and bolded for ease of reference):
“At least three (3) of the members of the board of directors shall be independent directors, and the independent directors shall account for at least one third of the total board members. When an independent director fails to satisfy the independence requirements or there are other circumstances that he/she is not fi t to continuously perform the duty as an independent director, causing the number of independent directors fail to meet the equirement hereof, the Bank shall elect supplementary independent directors in accordance with relevant stipulations.”
By Order of the Board
Bank of China Limited
YEUNG Cheung Ying
Company Secretary
17 November 2011
Please click to download:
NOTICE OF 2012 FIRST EXTRAORDINARY GENERAL MEETING (H SHARE).pdf
REPLY SLIP FOR 2012 1st EGM.pdf
PROXY FORM FOR 2012 1st EGM.pdf
Change of Means or Language of Receipt of Future Corporate Communications.pdf
Letter to Non-registered Holders.pdf
Means of Receipt and Lanuage of the Bank's Corporate Communications.pdf
