Jilin Jiutai Rural Commercial Bank : NOTICE OF ANNUAL GENERAL MEETING FOR 2020 AND CLOSURE OF H SHARE REGISTER OF MEMBERS

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JILIN JIUTAI RURAL COMMERCIAL BANK CORPORATION LIMITED*

吉 林 九 台 農 村 商 業 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: 6122)

NOTICE OF ANNUAL GENERAL MEETING FOR 2020 AND CLOSURE OF H SHARE REGISTER OF MEMBERS

NOTICE OF ANNUAL GENERAL MEETING FOR 2020

Notice is hereby given that the annual general meeting for 2020 ("AGM") of Jilin Jiutai Rural Commercial Bank Corporation Limited (the "Bank") will be held at the Conference Room on the Sixth Floor, No. 2559 Wei Shan Road, High-tech Zone, Changchun, Jilin Province, the PRC at 9:00 a.m. on Friday, June 18, 2021, to consider and, if thought fit, pass the following resolutions:

ORDINARY RESOLUTIONS

1. To consider and approve the work report of the board of directors of the Bank for 2020.
2. To consider and approve the work report of the board of supervisors of the Bank for 2020.
3. To consider and approve the annual report of the Bank for 2020.
4. To consider and approve the final financial report of the Bank for 2020.
5. To consider and approve the profit distribution proposal of the Bank for 2020.
6. To consider and approve the annual financial budget of the Bank for 2021.
7. To consider and approve the engagement of external auditing firms of the Bank for 2021.
8. To consider and approve the resolutions regarding the election of directors of the fifth session of the board of directors of the Bank
   8.1 To consider and approve the resolution regarding the election of Mr. Gao Bing as an executive director of the fifth session of the board of directors of the Bank.

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1. To consider and approve the resolution regarding the election of Mr. Liang Xiangmin as an executive director of the fifth session of the board of directors of the Bank.
2. To consider and approve the resolution regarding the election of Mr. Yuan Chunyu as an executive director of the fifth session of the board of directors of the Bank.
3. To consider and approve the resolution regarding the election of Mr. Cui Qiang as a non- executive director of the fifth session of the board of directors of the Bank.
4. To consider and approve the resolution regarding the election of Mr. Zhang Yusheng as a non-executive director of the fifth session of the board of directors of the Bank.
5. To consider and approve the resolution regarding the election of Mr. Wu Shujun as a non- executive director of the fifth session of the board of directors of the Bank.
6. To consider and approve the resolution regarding the election of Mr. Zhang Lixin as a non-executive director of the fifth session of the board of directors of the Bank.
7. To consider and approve the resolution regarding the election of Ms. Wang Ying as a non- executive director of the fifth session of the board of directors of the Bank.
8. To consider and approve the resolution regarding the election of Ms. Zhang Qiuhua as an independent non-executive director of the fifth session of the board of directors of the Bank.
9. To consider and approve the resolution regarding the election of Mr. Fong Wai Kuk as an independent non-executive director of the fifth session of the board of directors of the Bank.
10. To consider and approve the resolution regarding the election of Ms. Han Lirong as an independent non-executive director of the fifth session of the board of directors of the Bank.
11. To consider and approve the resolution regarding the election of Ms. Jin Xiaotong as an independent non-executive director of the fifth session of the board of directors of the Bank.
12. To consider and approve the resolution regarding the election of Mr. Sun Jiafu as an independent non-executive director of the fifth session of the board of directors of the Bank.

9. To consider and approve the resolutions regarding the election of non-employee supervisors of the fifth session of the board of supervisors of the Bank

1. To consider and approve the resolution regarding the election of Ms. Dai Yundi as a non- employee supervisor of the fifth session of the board of supervisors of the Bank.
2. To consider and approve the resolution regarding the election of Ms. Hu Guohuan as a non-employee supervisor of the fifth session of the board of supervisors of the Bank.
3. To consider and approve the resolution regarding the election of Mr. Liu Jianxin as a non- employee supervisor of the fifth session of the board of supervisors of the Bank.

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1. 9.4 To consider and approve the resolution regarding the election of Mr. Dong Shuaibing as a non-employee supervisor of the fifth session of the board of supervisors of the Bank.

2. To consider and approve the proposal regarding the remuneration for the relevant directors of the fifth session of the board of directors during their terms of office.
3. To consider and approve the proposal regarding the remuneration for the relevant supervisors of the fifth session of the board of supervisors during their terms of office.

SPECIAL RESOLUTIONS

1. To consider and approve the capitalization issue of the Bank.
2. To consider and approve the change of registered capital of the Bank.
3. To consider and approve the amendments to certain articles in the articles of association of the Bank.
4. To consider and approve the proposed extension of the validity period of the issue plans and relevant authorizations for the private placement of domestic shares and the non-public issuance of H shares of the Bank.

CLOSURE OF H SHARE REGISTER OF MEMBERS

Reference is made to the annual results announcement of the Bank for the year ended December 31, 2020 dated March 30, 2021 (the "Announcement"). Unless otherwise defined in this notice, terms used herein shall have the same meanings as those defined in the Announcement.

The Bank noted that there was an inadvertent typographical error on page 82 of the Announcement and would like to restate the relevant information as follows (the relevant amendment has been underlined for ease of reference):

"In order to qualify for attending the AGM and/or H shareholders class meeting, share certificates accompanied by instruments of transfer must be lodged with the Bank's H share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not later than 4:30 p.m. on Tuesday, May 18, 2021. Holders of H shares of the Bank who are registered with Computershare Hong Kong Investor Services Limited on Thursday, June 17, 2021 are entitled to attend the AGM and/or H shareholders class meeting."

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Save for the aforementioned correction of an inadvertent typographical error, all other content and information set out in the Announcement shall remain unchanged.

By order of the Board

Jilin Jiutai Rural Commercial Bank Corporation Limited*

Gao Bing

Chairman

Changchun, the PRC

April 1, 2021

As at the date of this notice, the Board comprises Mr. Gao Bing, Mr. Liang Xiangmin and Mr. Yuan Chunyu as executive directors; Mr. Cui Qiang, Mr. Wu Shujun, Mr. Zhang Xinyou, Mr. Wang Baocheng and Mr. Zhang Yusheng as non-executive directors; and Dr. Fu Qiong, Mr. Jiang Ning, Ms. Zhang Qiuhua, Mr. Chung Wing Yin and Mr. Yang Jinguan as independent non-executive directors.

• Jilin Jiutai Rural Commercial Bank Corporation Limited 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/deposit-taking business in Hong Kong.

Notes:

1. Voting by poll
   Pursuant to the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited, all votes of resolutions at a general meeting shall be taken by poll. As such, the votes of resolutions at the AGM will be taken by poll. An announcement on the voting results will be published on the HKEXnews website of Hong Kong Exchanges and Clearing Limited at www.hkexnews.hk and the website of the Bank at www.jtnsh.com upon the conclusion of the AGM.
2. Eligibility for attending the AGM and closure of H share register of members
   For the purpose of determining the H shareholders' entitlement to attend the AGM, the H share register of members of the Bank will be closed from Wednesday, May 19, 2021 to Friday, June 18, 2021 (both days inclusive), during which period no transfer of H Shares will be registered. In order to attend the AGM, all share certificates, together with the instruments of transfers, must be lodged for registration with the Bank's H share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Tuesday, May 18, 2021. H shareholders of the Bank whose names appear on the register of members of the Bank on Thursday, June 17, 2021 are entitled to attend the AGM.
   A shareholder or his/her proxy should present proof of identity when attending the AGM. If a shareholder is a legal person, its legal representative or other person authorized by the board of directors or other governing body of such shareholder may attend the AGM by providing a copy of the resolution of the board of directors or other governing body of such shareholder appointing such person to attend the meeting.
3. Reply slip
   H shareholders who intend to attend and vote (in person or by proxy) at the AGM must complete and lodge the accompanying reply slip and return it to the Bank's H share registrar on or before Saturday, May 29, 2021. The reply slip may be delivered by hand, by post or by fax to the Bank's H share registrar, Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong.

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1. Proxy
2. 1. Each shareholder who has the right to attend and vote at the AGM convened by the above notice is entitled to appoint one or more proxies in writing to attend and vote on his/her behalf at the meeting. A proxy needs not be a shareholder of the Bank.
   2. The instrument appointing a proxy must be in writing under the hand of the appointor or his attorney duly authorized in writing, or if the appointor is a legal entity, either under seal or signed by a director or a duly authorized attorney. If that instrument is signed by an attorney of the appointor, the power of attorney authorizing that attorney to sign or other document of authorization must be notarized.
      H shareholders shall lodge the proxy form, together with the notarized power of attorney or other document of authorization, to Computershare Hong Kong Investor Services Limited at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not less than 24 hours before the time appointed for convening the AGM.
   3. Completion and return of the proxy form will not preclude a shareholder from attending and voting in person at the AGM or any adjournment thereof should he/she so wish.
   4. In the case of joint shareholders and more than one of the shareholders attending the meeting, whether in person or by proxy, the vote of the senior joint shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of the other joint shareholder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Bank in respect of the joint shareholding.
3. Dividend payment arrangement
   The board of directors of the Bank has recommended a payment of final dividend of RMB658,985,918.25 in total (tax inclusive) for the year ended December 31, 2020. Based on the number of shares on the record date for dividend distribution, the Bank will distribute a cash dividend of RMB0.15 per share (tax inclusive). If the profit distribution proposal for 2020 is approved by the shareholders at the AGM, the final dividend for 2020 is expected to be paid on or before Friday, August 13, 2021. Further announcement will be made if there is any change of the expected payment date.
   Domestic shareholders and H shareholders whose names appear on the register of members of the Bank at the close of business on Wednesday, June 30, 2021 are entitled to receive the final dividend for 2020. For the purpose of determining the H shareholders' entitlement to the final dividend for 2020, the H share register of members of the Bank will be closed from Friday, June 25, 2021 to Wednesday, June 30, 2021 (both days inclusive), during which period no transfer of H shares will be registered. In order to be entitled to the final dividend for 2020, all share certificates, together with the instruments of transfers, must be lodged for registration with the Bank's H share registrar, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17/F, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong, not later than 4:30 p.m. on Thursday, June 24, 2021.
   The proposed dividend is denominated in Renminbi, and will be paid to domestic shareholders in Renminbi and to H shareholders in Hong Kong dollars. The exchange rate for calculation of the dividend in Hong Kong dollars will be based on the average benchmark rate of Renminbi to Hong Kong dollars as announced by the People's Bank of China for the five business days preceding and including the date of declaration of the dividend at the AGM (June 18, 2021).
4. 1. Withholding and payment of enterprise income tax for overseas non-resident enterprise shareholders
      Pursuant to the Enterprise Income Tax Law of the People's Republic of China (《中華人民共和國企業所得稅法》) and its implementation rules and the relevant regulations, the Bank has the obligation to withhold and pay enterprise income tax at a tax rate of 10% on behalf of the non-resident enterprise shareholders whose names appear on the H share register of members in the distribution of final dividend for 2020. As any shares registered in the name of non-individual shareholders, including HKSCC Nominees Limited, other nominees, trustees or other groups and organizations, will be treated as being held by non-resident enterprise shareholders, the dividend received shall be subject to the withholding of enterprise income tax.

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Upon receipt of such dividend, a non-resident enterprise shareholder may apply to the competent tax authorities for relevant treatment under the tax treaties (arrangements) in person or through a proxy or a withholding agent, and provide evidence in support of its status as a beneficial owner as defined in the tax treaties (arrangements). Upon verification by the competent tax authorities, the difference between the tax levied and the amount of tax payable as calculated at the tax rate under the tax treaties (arrangements) will be refunded.

1. Withholding and payment of individual income tax for individual overseas resident shareholders
   According to the Individual Income Tax Law of the People's Republic of China (《中華人民共和國個人所得稅 法》) and its implementation rules and the Announcement of the State Administration of Taxation on Promulgating
   the Administrative Measures for Tax Convention Treatment for Non-resident Taxpayers (Announcement of the State Administration of Taxation 2015 No. 60) (《國家稅務總局關於發佈〈非居民納稅人享受稅收協定待遇管理辦法〉 的公告》( 國家稅務總局公告2015 年第60 號)) (the "Tax Convention Announcement"), the Bank has the obligation to withhold and pay individual income tax on behalf of the individual shareholders whose names appear on the H share register of members ("Individual H Shareholders") in the distribution of final dividend for 2020. However, Individual H Shareholders are entitled to the relevant favourable tax treatments pursuant to the provisions in the tax treaties between the countries (regions) in which they are domiciled and the PRC, and the tax arrangements between the PRC and Hong Kong (or Macau). As such, the Bank will withhold and pay individual income tax on behalf of the Individual H Shareholders in accordance with the following arrangements:
2. • for Individual H Shareholders receiving dividend who are Hong Kong or Macau residents or citizens from countries (regions) that have entered into a tax treaty with the PRC stipulating a tax rate of 10%, the Bank will withhold and pay individual income tax at the rate of 10% in the distribution of final dividend;
   • for Individual H Shareholders receiving dividend who are residents from countries (regions) that have entered into a tax treaty with the PRC stipulating a tax rate of less than 10%, the Bank will withhold and pay individual income tax at the rate of 10% in the distribution of final dividend. If relevant Individual H Shareholders would like to apply for a refund of the excess amount of tax withheld and paid, the Bank will handle, on their behalf, the applications for tax preferential treatments under relevant tax treaties according to the Tax Convention Announcement. Qualified shareholders shall submit in time a letter of entrustment and all application materials as required under the Tax Convention Announcement to the Bank's H share registrar, Computershare Hong Kong Investor Services Limited. The Bank will then submit the above documents to competent tax authorities and, after their examination and approval, the Bank will assist in refunding the excess amount of tax withheld and paid;
   • for Individual H Shareholders receiving dividend who are residents from countries (regions) that have entered into a tax treaty with the PRC stipulating a tax rate of more than 10% but less than 20%, the Bank will withhold and pay individual income tax at the effective tax rate stipulated in the relevant tax treaty in the distribution of final dividend;
   • for Individual H Shareholders receiving dividend who are residents from countries (regions) that have entered into a tax treaty with the PRC stipulating a tax rate of 20% or without tax treaties with the PRC or under other circumstances, the Bank will withhold and pay the individual income tax at the rate of 20% in the distribution of final dividend.

Under the current practice of the Hong Kong Inland Revenue Department, no tax is payable in Hong Kong in respect of the dividend paid by the Bank. Shareholders of the Bank are taxed and/or entitled to enjoy tax relief in accordance with the aforementioned regulations.

If the H shareholders have any queries regarding the above tax arrangements, please consult your tax consultants regarding the tax impacts in the PRC, Hong Kong and other countries (regions) for holding and selling the Bank's H shares.

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6. Miscellaneous

1. The AGM is expected to last for no more than half a working day. Shareholders and their proxies attending the meeting are responsible for their own traveling and accommodation expenses.
2. For details of the proposals submitted to the AGM for consideration and approval, please refer to the circular to be dispatched by the Bank in due course.
3. None of the directors, supervisors, president and other senior management of the Bank has any material interests in the matters to be considered.
4. Address of Computershare Hong Kong Investor Services Limited:
   17M Floor, Hopewell Centre
   183 Queen's Road East, Wanchai Hong Kong
   Telephone: [phone]
   Facsimile: (852) 2865 0990
5. Registered Office of the Bank in the PRC:
   No. 504 Xinhua Main Street, Jiutai District Changchun, Jilin Province
   The PRC
   Principal Place of Business of the Bank in the PRC:
   No. 2559 Wei Shan Road, High-tech Zone Changchun, Jilin Province
   The PRC
   Contact department: Office of the Board of Directors
   Telephone: [phone]
   Facsimile: 86 (431) 8925 0628
   Contact person: Mr. Liu Hua ( 劉華 )

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