Bank of Tianjin : WORK REPORT OF THE BOARD OF DIRECTORS FOR 2020 WORK REPORT OF THE BOARD OF SUPERVISORS FOR 2020 REPORT FOR FINAL FINANCIAL ACCOUNTS FOR 2020 PROFIT DISTRIBUTION PLAN FOR 2020 REPORT FOR FINANCIAL BUDGET FOR 2021 CAPITAL REPLENISHMENT PLAN (2021-2025) TIER-2 CAPITAL BONDS ISSUANCE PLAN AND NOTICE OF 2020 ANNUAL GENERAL MEETING

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in Bank of Tianjin Co., Ltd.* (天津銀行股份有限公司), you should at once hand this circular along with the proxy form and reply slip to the purchaser or transferee or to the bank, licensed securities dealer or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and the Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

BANK OF TIANJIN CO., LTD.*

天津銀行股份有限公司 *

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

(Stock Code: 1578)

WORK REPORT OF THE BOARD OF DIRECTORS FOR 2020 WORK REPORT OF THE BOARD OF SUPERVISORS FOR 2020 REPORT FOR FINAL FINANCIAL ACCOUNTS FOR 2020 PROFIT DISTRIBUTION PLAN FOR 2020

REPORT FOR FINANCIAL BUDGET FOR 2021

CAPITAL REPLENISHMENT PLAN (2021-2025)

TIER-2 CAPITAL BONDS ISSUANCE PLAN

AND

NOTICE OF 2020 ANNUAL GENERAL MEETING

A notice convening the 2020 AGM to be held at Geneva Hotel (No. 32 Youyi Road, Hexi District, Tianjin, the PRC) at 9:30 a.m. on Tuesday, 18 May 2021 is set out on pages 22 to 25 of this circular.

In order to implement the decisions and arrangements of the Central Committee of the Communist Party of China and the State Council, the Bank will make every effort to prevent and control the pandemic of COVID-19 and safeguard the health and safety of Shareholders and the attendees. The Board of Directors of the Bank recommends that the Shareholders vote on the relevant resolutions by appointing the chairman of the AGM to attend the AGM (rather than in person).

Based on the current needs of prevention and control of COVID-19 pandemic, the Bank will also adopt a series of disease prevention measures at the AGM venue. The Bank reminds Shareholders and the attendees participating in the on-site meeting to perform personal protective precautions, and actively complies with disease prevention and control requirements by detecting body temperature and wearing surgical masks.

If you intend to appoint a proxy to attend the 2020 AGM, you are required to complete and return the proxy form in accordance with the instructions printed thereon as soon as possible. The proxy form (together with a notarially certified copy of the power of attorney or other authority (if any) if this proxy form is signed by a person on behalf of the appointor) must be delivered by the holder of H shares to the H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not later than 9:30 a.m. on Monday, 17 May 2021 (Hong Kong time).

If you intend to attend the 2020 AGM in person or by proxy, H Shareholders of the Bank are required to return the reply slip in person, by post or by facsimile to the H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong on or before Wednesday, 28 April 2021.

Completion and return of a proxy form will not preclude a Shareholder from attending in person and voting at the 2020 AGM if he so wishes, but in such event the instrument appointing a proxy shall be deemed to be revoked.

• Bank of Tianjin Co., Ltd. is not an authorised 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 authorised to carry on banking/deposit-taking business in Hong Kong.

31 March 2021

	TABLE OF CONTENTS
		Page
DEFINITIONS .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
LETTER FROM THE BOARD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	3
APPENDIX I	- WORK REPORT OF THE BOARD OF DIRECTORS
	OF BANK OF TIANJIN FOR 2020 . . . . . . . . . . . . . . . . .	9
APPENDIX II	- WORK REPORT OF THE BOARD OF SUPERVISORS
	OF BANK OF TIANJIN FOR 2020 . . . . . . . . . . . . . . . . . .	14
APPENDIX III	- CAPITAL REPLENISHMENT PLAN OF BANK
	OF TIANJIN (2021-2025) . . . . . . . . . . . . . . . . . . . . . . . . .	19
NOTICE OF 2020 ANNUAL GENERAL MEETING . . . . . . . . . . . . . . . . . . . . . . .	22

- i -

DEFINITIONS

In this circular, unless the context requires otherwise, the following expressions have the following meanings:

"AGM" or "2020 AGM"	the annual general meeting of the Bank or any
	adjournment thereof to be held at Geneva Hotel (No. 32
	Youyi Road, Hexi District, Tianjin, the PRC), at 9:30
	a.m., on Tuesday, 18 May 2021, a notice of which is set
	out on pages 22 to 25 of this circular
"Articles of Association"	the articles of association of the Bank (as amended,
	modified or otherwise supplemented from time to time)
"Bank"	Bank of Tianjin Co., Ltd. (天津銀行股份有限公司), a
	joint stock company incorporated on 6 November 1996 in
	Tianjin, China with limited liability in accordance with
	the PRC laws, and, if the context requires, includes its
	predecessors, subsidiaries, branches and sub-branches
	and the H Shares of the Bank are listed on the Hong Kong
	Stock Exchange on 30 March 2016 (stock code: 1578)
"Board" or "Board of Directors"	Board of Directors
"Board of Supervisors"	Board of Supervisors
"Director(s)"	the director(s) of the Bank
"Domestic Shares"	ordinary shares issued by the Bank, with a nominal value
	of RMB1.00 each, which are subscribed for or credited as
	paid up in Renminbi
"H Shares"	overseas listed foreign share(s) with a nominal value of
	RMB1.00 each, which are listed and traded on the Hong
	Kong Stock Exchange on 30 March 2016 and subscribed
	for and traded in HK dollars
"H Shareholder(s)"	holder(s) of H Shares
"H Share Registrar"	Computershare Hong Kong Investor Services Limited
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the
	PRC

- 1 -

	DEFINITIONS
"Hong Kong Listing Rules"	the Rules Governing the Listing of Securities on the
	Stock Exchange of Hong Kong Limited, as amended,
	supplemented or otherwise revised from time to time
"Hong Kong Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Macau"	the Macau Special Administrative Region of the PRC
"PRC" or "China"	the People's Republic of China which, for the purposes of
	this circular, excludes Hong Kong, Macau and the Taiwan
	region
"RMB" or "Renminbi"	Renminbi, the lawful currency of the PRC
"Shareholder(s)"	the holder(s) of Shares
"Share(s)"	the Domestic Shares and H Shares of the Bank
"Supervisor(s)"	the supervisor(s) of the Bank
"%"	per cent

- 2 -

LETTER FROM THE BOARD

BANK OF TIANJIN CO., LTD.*

天津銀行股份有限公司 *

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

(Stock Code: 1578)

Board of Directors:	Registered Address and Address of
Executive Directors	Head Office:
Mr. SUN Liguo	No. 15 Youyi Road,
Mr. WU Hongtao	Hexi District,
	Tianjin, China
Non-executive Directors
Ms. SUN Jingyu	Principal Place of Business
Ms. DONG Guangpei	in Hong Kong:
Mr. Alistair Marshall BULLOCH	40/F, Dah Sing Financial Centre,
Mr. ZHAO Wei	248 Queen's Road East,
Mr. WANG Shunlong	Wanchai,
Ms. LI Jun	Hong Kong
Independent non-executive Directors
Mr. FENG Heping
Mr. LAW Yee Kwan, Quinn
Mr. JIN Qingjun
Mr. HUA Yaogang
Mr. HE Jia
To the Shareholders

WORK REPORT OF THE BOARD OF DIRECTORS FOR 2020 WORK REPORT OF THE BOARD OF SUPERVISORS FOR 2020 REPORT FOR FINAL FINANCIAL ACCOUNTS FOR 2020 PROFIT DISTRIBUTION PLAN FOR 2020

REPORT FOR FINANCIAL BUDGET FOR 2021

CAPITAL REPLENISHMENT PLAN (2021-2025)

TIER-2 CAPITAL BONDS ISSUANCE PLAN

AND

NOTICE OF 2020 ANNUAL GENERAL MEETING

Dear Sir or Madam,

1. INTRODUCTION

The AGM of the Bank will be held at 9:30 a.m. on Tuesday, 18 May 2021 and resolutions will be proposed to consider and approve, inter alia, the Work Report of the Board of Directors for 2020, the Work Report of the Board of Supervisors for 2020, the Report for Final Financial Accounts for 2020, the Profit Distribution Plan for 2020, the Report for Financial Budget for 2021, the Capital Replenishment Plan (2021-2025) and the Tier-2 Capital Bonds Issuance Plan.

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LETTER FROM THE BOARD

The purpose of this circular is to provide you with the notice of the AGM and to provide you with all the information reasonably necessary to enable you to make an informed voting decision on the proposed resolutions at the AGM.

1. MATTERS TO BE RESOLVED AT THE AGM

1. Work Report of the Board of Directors for 2020

For the Work Report of the Board of Directors for 2020, please refer to Appendix I to this circular.

2. Work Report of the Board of Supervisors for 2020

For the Work Report of the Board of Supervisors for 2020, please refer to Appendix II to this circular.

3. Report for Final Financial Accounts for 2020

In 2020, the total asset of the Bank was approximately RMB687.8 billion while the total liabilities amounted to approximately RMB633.8 billion. The Bank realised net interest income of approximately RMB13.646 billion, among which, interest income amounted to approximately RMB30.554 billion and interest expense amounted to approximately RMB16.907 billion. The investment income, net fee and commission income, net trading losses, net gains arising from derecognition of financial assets measured at amortised cost and other income, gains or losses were RMB1.738 billion, RMB2.311 billion, RMB1.204 billion, RMB26 million, and RMB680 million, respectively. In 2020, our operating expenses amounted to approximately RMB3.953 billion, among which, our sundry taxes amounted to RMB204 million, operating costs amounted to RMB3.749 billion, cost-to-income ratio was 21.80%. The impairment losses on assets was RMB8.231 billion. We recorded a share of results of associates of RMB22 million, while profit and net profit amounting to RMB5.035 billion and RMB4.343 billion, respectively.

4. Profit Distribution Plan for 2020

On 26 March 2021, the Board resolved to submit to the Shareholders for their consideration and approval a profit distribution plan for the year ended 31 December 2020 as follows:

1. total profit of RMB4.914 billion realised throughout the year;
2. income tax expenses of RMB662 million;
3. net profit of RMB4.252 billion;

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LETTER FROM THE BOARD

1. appropriated RMB nil to the statutory surplus reserve;
2. appropriated RMB nil to the general risk reserve;
3. distributed dividend of RMB nil to Shareholders;

After the above distribution, the remaining undistributed profit of RMB4.252 billion is reserved for distribution in subsequent years.

5. Report for Financial Budget for 2021

According to the Bank's strategic development and business expansion needs, the total budget for operating costs for 2021 will be capped at RMB4.7 billion and such amount represents an increase of RMB951 million as compared to the operating costs incurred by the Bank in 2020. The increase of the expected operating costs is primarily due to the additional costs for business development and the costs for infrastructure, etc.

6. Capital Replenishment Plan (2021-2025)

For details of the Capital Replenishment Plan (2021-2025), please refer to Appendix III to this circular.

7. Tier-2 Capital Bonds Issuance Plan

In order to optimise the capital structure, broaden capital replenishment channels, and ensure that the level of capital adequacy ratio continues to meet regulatory requirements, in accordance with the Law of the People's Republic of China on Commercial Banks (《中華人 民共和國商業銀行法》), Administrative Measures for the Capital of Commercial Banks (Provisional) (《商業銀行資本管理辦法(試行)》), Implementation Measures of the China Banking and Insurance Regulatory Commission for the Administrative Licensing Items Concerning Chinese-Funded Commercial Bank (《中國銀保監會中資商業銀行行政許可事項 實施辦法》), Measures for the Administration of the Issuance of Financial Bonds in the National Inter-bank Bond Market (《全國銀行間債券市場金融債券發行管理辦法》), Administrative Procedures for the Issuance of Financial Bonds in the National Inter-bank Bond Market (《全國銀行間債券市場金融債券發行管理操作規程》), Guidance Opinions on Innovation of Capital Instruments for Commercial Banks (Amendment) (《關於商業銀行資本 工具創新的指導意見(修訂)》), and other relevant regulations, the Bank intends to issue tier-2 capital bonds to supplement its tier 2-capital under the Bank's strategic planning and capital replenishment plan.

- 5 -

LETTER FROM THE BOARD

Plans of the proposed issuance of the tier-2 capital bonds are as follows:

1. Total amount of issuance and the number of tranches: proposed total amount of not more than RMB30 billion (inclusive), with the number of tranches and specific scale to be determined with consideration of factors including business development, regulatory requirements, market environment and other relevant factors.
2. Type of instrument: qualified tier-2 capital instrument containing write-down terms, which is in compliance with the requirements as stipulated in the Administrative Measures for the Capital of Commercial Banks (Provisional) and Guiding Opinions on Innovation of Capital Instruments for Commercial Banks (Amendment).
3. Target market: the tier-2 capital bonds are to be issued in the national inter-bank bond market based on the condition of capital adequacy ratio, to ensure that capital adequacy ratio will remain in a reasonable range. After the issuance, the issued tier-2 capital instrument will be circulated in the national inter-bank bond market in accordance with the relevant regulations of the People's Bank of China.
4. Maturity of the instrument: not more than 10 years.
5. Means of loss absorption: upon the occurrence of the triggering events specified in the issuance documents, the loss will be absorbed by means of write-down.
6. Interest rate of the bonds: to be determined with reference to the market interest rates and with consideration of the issuance approach.
7. Use of proceeds: the proceeds from the issuance of tier-2 capital bonds will be used to replenish the tier-2 capital of the Bank according to the applicable laws and subject to the approval of regulatory authorities, for the purpose of improving capital adequacy ratio.
8. Valid term of the resolution regarding the issuance of tier-2 capital bonds: to be valid within thirty-six (36) months after the date on which the issuance of tier-2 capital bonds is approved at the Shareholders' general meeting.

- 6 -

LETTER FROM THE BOARD

It is proposed that the Board should be authorised at the Shareholders' general meeting to handle all matters relating to the issuance of the tier-2 capital bonds and be permitted to delegate the authorisation to the senior management subject to the authorisation granted to the Board of Directors at the Shareholders' general meeting. The authorisation by the Board of Directors to the senior management is subject to the approval of authorisation by the Shareholders' general meeting to the Board. The authorisation includes, but not limited to the following:

1. Within the scope permitted by applicable laws and regulatory authorities, to make decisions with regard to the specific matters relating to the issuance of tier-2 capital bonds based on the market environment, including but not limited to the exact issue size, time, tranches, whether to issue in tranche, number of tranches, terms, methods, provisions, objects, interest rates and the par value, handling bond registration and custody, applying for bond listing and circulation as well as arranging the repayment of the principal and interest; hiring contractors, rating agencies, law firms, accounting firms and other intermediaries; and to involve in any negotiations related to the issuance of tier-2 capital bonds on behalf of the Bank and sign relevant contracts and legal documents, and apply for the issuance to tier-2 capital bonds to the relevant regulatory authorities and make appropriate adjustments to the specific issuance plan in accordance with the advice of the regulatory authorities (if any).
2. Term of authorisation: to be valid within thirty-six (36) months after the date on which such resolution is approved at the Shareholders' general meeting, unless cancelled at the Shareholders' general meeting by way of a special resolution.
3. Other specific matters relating to the issuance of tier-2 capital bonds.

The issuance of tier-2 capital bonds is subject to the approval of banking and insurance regulatory authorities and the People's Bank of China.

III. OTHERS

In addition, the Shareholders will listen to the Appraisal Report on the Performance of Duties by the Board, the Directors, the Board of Supervisors, Supervisors and Senior Management and its members of the Bank for 2020, Work Report of independent non-executive Directors for 2020 and Report of related party transactions and management of related party transactions for 2020 at the 2020 AGM.

- 7 -

LETTER FROM THE BOARD

IV. THE AGM

The AGM will be held at Geneva Hotel (No. 32 Youyi Road, Hexi District, Tianjin, the PRC) at 9:30 a.m. on Tuesday, 18 May 2021 to consider and, if thought fit, to pass resolutions in respect of the matters as set out in the notice of the AGM. A proxy form and a reply slip will be despatched to the Shareholders in accordance with the Hong Kong Listing Rules on Thursday, 1 April 2021. The notice of the AGM is set out on pages 22 to 25 of this circular.

Whether or not you intend to attend and/or vote at the AGM, you are requested to complete and return the form of proxy in accordance with the instructions printed thereon. If you intend to attend the AGM in person or by proxy, H Shareholders are required to complete and return the reply slip in person, by post or by facsimile to the H Share Registrar on or before Wednesday, 28 April 2021.

Completion and return of a proxy form will not preclude you from attending in person and voting at the AGM if you so wish and completion and return of the reply slip do not affect the right of a Shareholder to attend and vote at the respective meeting.

1. RECOMMENDATIONS

The Board (including the independent non-executive Directors) considers that all resolutions to be proposed at the AGM are in the best interests of the Bank and its Shareholders as a whole. Accordingly, the Board recommends that the Shareholders vote in favour of all the resolutions to be proposed at the AGM.

VI. ADDITIONAL INFORMATION

Your attention is drawn to the additional information set out in Appendices I to III to this circular.

By order of the Board

Bank of Tianjin Co., Ltd.*

SUN Liguo

Chairman

Tianjin, China

31 March 2021

• Bank of Tianjin Co., Ltd. is not an authorised 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 authorised to carry on banking/deposit-taking business in Hong Kong.

- 8 -

APPENDIX I	WORK REPORT OF THE BOARD OF
	DIRECTORS OF BANK OF TIANJIN FOR 2020

WORK REPORT OF THE BOARD OF DIRECTORS OF BANK OF TIANJIN FOR 2020

In 2020, due to the influence of factors such as the global and domestic epidemic spreading as well as prevention and control, increasingly stringent financial regulations, and the benefits financial institutions conceded to the real economy, which brought unprecedented and severe challenges to the banking industry as a whole, especially to small and medium banks. In the face of the complex economic and financial circumstances, the Board of Directors of the Bank strictly complied with the regulations under the Hong Kong Listing Rules and the Articles of Association, and thoroughly implemented the relevant work arrangements of the Central Committee of the Communist Party of China, the State Council and regulatory authorities. The Bank actively gave full play to its leading role in finance and fully supported the epidemic prevention and control and the resumption of work and production of enterprises. The Board of Directors of the Bank earnestly and thoroughly implemented regulatory policies and requirements, and performed its duties diligently and faithfully. By assuming the ultimate responsibility for all works within the scope of its obligation, as well as fully adhering to the Bank's strategic guidance, the Board of Directors actively facilitated the full implementation of the 2016-2020 strategic development plan. In 2020, the Bank continued stability of the overall operation, with all major regulatory indicators meeting regulatory requirements and all operating targets set by the Board in the beginning of the year successfully fulfilled. We will now report to you on the work of the Board of Directors in 2020:

1. Review of the work of the Board of Directors in 2020

1. Actively overcame the impact brought by the epidemic to ensure normal and efficient duty performance

In 2020, the Board of Directors of the Bank performed its decision-making and supervision functions as authorised by the Shareholders' general meeting, overcoming the impact of the epidemic and ensured normal and efficient performance of the Board of Directors. The Bank held a total of 8 meetings of the Board, with 65 resolutions considered and 25 reports reviewed. Professional lawyer issued legal opinions with respect to each meeting of the Board of Directors and the Shareholders' general meeting to ensure that the procedures comply with the laws. During the period, 1 symposium between the chairman and the non-executive Directors was convened, and 2 special trainings for Directors, Supervisors and senior management were organised. The trainings involved related party transaction management, anti-corruption and interpretation of the Hong Kong Stock Exchange ESG policies, which were designed to further enhance the performance of Directors, Supervisors and senior management.

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APPENDIX I	WORK REPORT OF THE BOARD OF
	DIRECTORS OF BANK OF TIANJIN FOR 2020

1. Completed the election and appointment of the chairman and promoted the market- oriented recruitment for senior management

In July 2020, in order to meet the obligation requirements, the 16th meeting of the 6th Board of Directors of the Bank considered and approved the "Proposal on Election of the Chairman of the 6th Board of Directors of Bank of Tianjin Co., Ltd." to ensure the smooth replacement of the chairman is in place. Meanwhile, in order to further implement the requirements of the Central Committee and Municipal Committee regarding deepening the reform of state-owned enterprises, improving the Bank's management, enhancing the vitality of market competition, building a high-quality and professional management team, and promoting sustainable, healthy and high-quality development of the Bank, the 16th meeting of the 6th Board of Directors of the Bank considered and approved the "Proposal for the Public Election and Appointment of the President and Vice President of Bank of Tianjin Co., Ltd." to initiate market-oriented recruitment of the senior management. As of the end of 2020, one President, one Executive Vice President, and one Vice President have been elected through market-oriented recruitment and have begun performing their duties.

1. Deepened strategic positioning and promoted the conclusion of the strategic plan

2020 marked the closing year of the Bank's strategic development plan for 2016-2020, representing a crucial year for the Bank to examine the effectiveness of its transformation and development. In order to ensure the in-depth implementation of its annual targets and strategic objectives, the Board of Directors considered and approved various proposals, including the 2020 business operation plan, financial budget, performance appraisal index and institutional development plan. The Bank also closely monitored regulatory requirements and followed up with proposals requiring the Bank's consideration and approval, including the strategic development plan on green credit, information technology outsourcing management strategy, development plan and operation strategies for establishment of village and township banks (2020), giving full play to the role as the core decision-maker, supervisor and guider. It is proven that, amid the severe domestic and overseas economic situation and with increasing uncertainties in regional economy, the Bank continued to promote the strategic positioning of "Six Major Dimensions + Dual-track Strategy + Top Ten Projects (2.0)" and series of measures during the three recent years, withstanding the market challenges and difficulties in epidemic prevention and control, further enhancing the Bank's confidence and determination to strengthen the implementation of strategies.

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APPENDIX I	WORK REPORT OF THE BOARD OF
	DIRECTORS OF BANK OF TIANJIN FOR 2020

1. Strengthen risk management and control, and gradually mitigated historical risks

In 2020, the Board of Directors of the Bank fully considered the actual situations and the regulatory opinions, vigorously implemented its risk policies to improve risk management and control as well as assets disposal procedures. The Bank's historical risks were gradually mitigated, and the overall risk level was stable and under control. To strengthen risk control, the Board of Directors developed a risk appetite of 2020, specifying the types and levels of risks that the Bank and the Group are willing to undertake to achieve their strategic objectives and business plans on a consolidated basis. During the reporting period, various risk management indicators met regulatory requirements and the Bank's risk appetite.

1. Improved the performance appraisal system and built a performance appraisal management system for the performance of professional managers

Considering the progress of the market-oriented recruitment for senior management of the Bank, at the 18th meeting of the 6th Board of Directors of the Bank, the Board considered and approved various proposals, including the Plan of Performance Appraisal and Remuneration Management of Professional Managers, Measures for Remuneration Management of Professional Managers and the Performance Appraisal Measures of Professional Managers. Aforementioned proposals further improved the Bank's performance appraisal and remuneration management system, and clarified on important matters such as the Bank's professional managers' performance appraisal as well as their remuneration management, establishing a preliminary performance appraisal system of professional managers and laying a solid foundation for the Bank's market-oriented operation of the senior management.

1. Enhanced the fundamental work of equity management and improved the level of equity services

Pursuant to the requirements of the regulatory authority that confirmation of all equity ownerships shall be completed by the end of December 2021 (except for equity ownerships that cannot be confirmed due to special circumstances), equity ownership confirmation has been the key task of the Bank for 2020, and has officially been initiated in late June 2020. Prior to the commencement of the equity ownership confirmation, total share capital of the Bank amounted to 6.071 billion Shares, with 7,309 Shareholders and an equity confirmation ratio of 99.85%, among which, there were 88 holders of domestic shares without affirmed ownership, with 9.0438 million Shares accounting for 0.15% of the total share capital. After nearly half a year, the equity ownership confirmation of Shareholders was successfully completed, and the expected results were achieved. As of the end of 2020, there were 72 newly confirmed Shareholders with 8.1376 million Shares confirmed, accounting for 81.82% of holders without affirmed ownership and 89.98% of the total number of Shares, respectively. The total equity ownership confirmation percentage of the Bank achieved 99.99%. During the period, through various inquiry and contact channels, the remaining 16 Shareholders and 906,100 Shares that have assuredly lost contact have been reported to the regulatory authority as a special case which equity ownership could not be confirmed. Meanwhile, the Board of Directors continued

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APPENDIX I	WORK REPORT OF THE BOARD OF
	DIRECTORS OF BANK OF TIANJIN FOR 2020

to conduct various equity affairs. In 2020, the Board of Directors completed a total of 90 procedures of shareholding change, transfer and qualification examination for Shareholders, involving 211.82 million shares; 5 equity pledge registrations were completed, involving 59.25 million shares, completed 72 dividend recovery procedures for the Shareholders and issued replacement dividends of RMB11.91 million.

1. Strictly followed regulatory requirements and strengthened the management of related party transactions

In 2020, the Board of Directors of the Bank carefully fulfilled its duties of management of related party transactions, continuously strengthened approval of related party transactions, identifications of related party transactions, maintenance of information on related parties, implementation of related party transaction system and information disclosure. In 2020, the Related Party Transaction Control Committee of the Board of Directors of the Bank accepted a total of 22 ordinary related transactions filings, involving cumulative amount of filings for related transactions up to RMB17.872 billion. The transactions were mainly the Group's unified credit line, inter-bank credit line, general working capital loan, public fund investment, bond underwriting and balance underwriting, etc. All of the transactions were incurred for the purpose of normal business activities, and the approval and filing of related transactions have been conducted in accordance with the relevant regulations. The proportion of the Bank's related party credit balance was in compliance with regulatory requirements. As of the end of 2020, the credit balance of the largest individual related party account of the Bank amounted to RMB2.67 billion, accounting for 4% of the Bank's net capital, which did not exceed 10% of the Bank's net capital. The credit balance of the largest group customer, to which a related legal person or other organisation of the Bank is subordinated amounted to RMB3.054 billion, accounting for 4.58% of the Bank's net capital, which did not exceed 15% of the Bank's net capital. The credit balance of all related parties amounted to RMB9.249 billion, accounting for 13.86% of the Bank's net capital, which did not exceed 50% of the Bank's net capital.

1. Strengthened investor relations and performed information disclosure obligations in accordance with the laws and regulations

In 2020, the Board of Directors of the Bank strengthened communications with investors by timely release of over 30 announcements such as annual report, results announcement and social responsibility report to continuously improve their knowledge and understanding of the Bank. The Board of Directors worked out a dividend plan for 2019 reasonably, under which RMB1.8 shall be paid every 10 Shares, with a total cash dividend of RMB1.093 billion. The dividends were paid on 28 June 2020. Among which, dividend distribution for the 394 legal person Shareholders with contractual commitments was completed on schedule with dividends paid directly to their respective accounts, which won unanimous acclaim from the legal person Shareholders.

- 12 -

APPENDIX I	WORK REPORT OF THE BOARD OF
	DIRECTORS OF BANK OF TIANJIN FOR 2020

2. Performance Evaluation of the Board of Directors

In 2020, members of the Board of Directors of the Bank performed their duties faithfully, diligently and conscientiously in accordance with the requirements of laws and regulations and the Articles of Association. The Directors earnestly participated in the decision-making of the Bank, actively paid attention to the overall risk management, implementation of development strategies, consolidated management, stress test management, capital adequacy, related transactions and emergencies as well as prevention and control of cases, actively played their due roles in major decision-making, made independent judgement and decision on major affairs, strived to safeguard the interests of all Shareholders and Bank of Tianjin, further improved their awareness of duty performance, and significantly improved their duty performance. The independent non-executive Directors have submitted their annual work reports. All 13 Directors participating in the annual performance evaluation were "competent" in the results of the Board evaluation for 2020. The Board of Directors of the Bank has completed the performance evaluation of Directors and senior management for 2020, and formulated the performance evaluation opinions, which will be provided to the Board of Supervisors as the basis for the final evaluation results of Directors and senior management.

On Behalf of the Board of Directors

SUN Liguo

Chairman

Tianjin, China

26 March 2021

- 13 -

APPENDIX II	WORK REPORT OF THE BOARD OF
	SUPERVISORS OF BANK OF TIANJIN FOR 2020

WORK REPORT OF THE BOARD OF SUPERVISORS OF BANK OF TIANJIN FOR

2020

In 2020, in accordance with the laws and regulations including the Company Law of the People's Republic of China, Work Guidelines on Supervisory Boards of Commercial Banks and regulatory requirements, the Board of Supervisors of the Bank, with collective efforts from all the Supervisors, fully exercised its duty. The Board of Supervisors carried out its work proactively and effectively in a manner responsible to all the Shareholders, as well as performed supervision on the lawful operation of the Bank and on the performance of duties of Directors and senior management, so as to ensure the legitimate rights and interests of the Company and the Shareholders. The work report of the Board of Supervisors is set forth hereunder:

1. Major Work

In 2020, the Board of Supervisors reviewed and supervised over operating conditions, financial activities and fulfilment of duties by the Directors and senior management of the Bank through convening regular meetings, attending relevant meetings held by the Board of Directors and senior management and conducting specific examination and survey to listen to work reports from senior management and special reports from relevant lines, and to review relevant documents.

1. Convened meetings in compliance to perform the obligations of discussion and supervision

The first was to convene the meetings of the Board of Supervisors in compliance. A total of 9 meetings were held by the Board of Supervisors throughout the year, with 53 resolutions considered and 44 reports reported. The second was to convene the meetings of special committees of the Board of Supervisors. The special committees under the Board of Supervisors convened a total of 11 meetings, 8 of which were held by the Supervisory Committee and 3 of which were held by the Nomination Committee, with a total of 64 proposals reviewed and approved. The third was to attend the meetings of the Board of Directors, Shareholders' general meetings and the meetings of senior management. Throughout the year, members of the Board of Supervisors of the Bank attended 7 meetings of the Board of Directors and 2 Shareholders' general meetings, and the Board of Supervisors designated representatives to attend 1 meeting of the Special Committee of the Board of Directors and 19 meetings of the President's Office, supervising the meeting process, the content of resolutions, and the voting procedures in accordance with the law, ensuring that all meetings are in compliance with laws and regulations in terms of format and content. The fourth was to organise trainings for Supervisors. 2 special trainings were organised for Supervisors, covering related party transactions management, anti-corruption, and interpretation of the Hong Kong Stock Exchange ESG policies, etc., which were designed to further enhance the performance of Supervisors.

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APPENDIX II	WORK REPORT OF THE BOARD OF
	SUPERVISORS OF BANK OF TIANJIN FOR 2020

1. Completed the performance evaluation work on schedule, and assumed ultimate responsibility for the performance evaluation

The Board of Supervisors of the Bank conducted daily supervision over the performance of the Bank's Directors and senior management by means of reviewing or considering relevant matters in meetings, attending relevant meetings of the Board of Directors and the senior management, as well as inspecting meeting materials. In accordance with regulatory requirements, performance files of the Bank's Directors and Supervisors were established, contents of such files were regularly updated, and the performance activities of the Directors and the senior management have been truthfully recorded. The Board of Supervisors conducted performance interviews with certain selected Directors, received briefings on Directors' annual performance and gained understanding on Directors' opinions and suggestions of the Bank in relation to corporate governance, business development and other aspects. The Board of Supervisors responded to all suggestions and concerns regarding 5 aspects of the Bank proposed by the Directors interviewed. The 2019 performance evaluation of the Board of Directors, Directors, Board of Supervisors, Supervisors, senior management and its members were completed on schedule, and performance evaluation report were prepared to subsequently be reported to the general meetings.

1. Organised surveys and inspections on a regular basis, and effectively performed its supervision obligations

The first was to select key sectors for strategic assessment. The Board of Supervisors organised and conducted specialised assessments on the implementation of the Bank's rolling plan for renovating its old business premises and set up leading groups for supervision and inspections, especially listened to reports on implementation of the rolling plan for renovation of old business premises by the administrative management department of the head office and branches through meetings, conferences and field researches at the Bank's branches, thus prepared a specialised evaluation report and, submitted it to the Board of Supervisors for review. The second was to focus on the prevention and control of financial risks to safeguard the rights of financial consumers, organise the supervision and inspection of the protection work for the rights of financial consumers at the Bank's branches, and combine the special audits on the financial consumer rights protection work by the internal audit department to conduct on-site research at the Bank's branches. Combining with its own professional advantages and practical experiences, the Board of Supervisors focused on inspections on the construction of the protection system of the Bank's consumer rights, the fulfilment of consumer rights protection obligations, product sales management, complaint handling, publicity and education in the year of 2020. The Board of Supervisors conducted in-depth exchanges and discussions with the leadership members of various branches, put forward positive suggestions and guidance on the operation and development direction of each branch in aspect of the performance of supervisors and prepared a special inspection report. The Board of Supervisors also put forward its supervision and inspection opinions in the three aspects of improving the rectification and correction mechanism, enhancing the system construction, and strengthening the implementation of the consumer protection work.

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APPENDIX II	WORK REPORT OF THE BOARD OF
	SUPERVISORS OF BANK OF TIANJIN FOR 2020

(IV) Completed the economic responsibility audit of relevant personnel in a timely manner to ensure the smooth operation of the Board of Directors and senior management

In accordance with the Articles of Association of the Bank and the duties of the Board of Supervisors, the Board of Supervisors convened timely meetings to select working institutions to form an audit team to complete 8 persons/times of economic responsibility audits on Directors and senior management team members, and prepared an economic responsibility audit report to report to the Board of Directors and the Board of Supervisors, and submitted the report to the regulatory authorities as material requirements for the departure audit or qualification review of the Bank's directors or senior management team members.

1. Strengthened the four supervision aspects and enhanced the effectiveness of the work of the Board of Supervisors

The Board of Supervisors of the Bank adhered to its own function positioning, gave full play to its supervisory functions with the focus of the Bank's strategy implementation, risk prevention and control, and financial auditing, and continuously improved the quality and effectiveness of the work of the Board of Supervisors while continuously improving its corporate governance structure.

The first was the supervision on duty fulfillment. The Board of Supervisors of the Bank supervised the compliance with laws and regulations as well as the Articles of Association by the Board of Directors and the senior management and its members, and supervised the execution of resolutions of the Shareholders' general meetings and board meetings as well as opinions for supervision, focusing on the performance of duties by the Board of Directors and senior management in respect of corporate governance, development strategies and operational management. It integrated the supervision on performance of duties into the supervision of financial activities, risk management and internal control. The Board of Supervisors reviewed and listened to the work reports of the Board of Directors, the Board of Supervisors and senior management, reviewed the implementation of strategic planning, information technology and network security planning, social responsibility, etc. The Board of Supervisors also participated in the selection and appointment of professional managers, attended board meetings, supervised the compliance of the operation of its appointment approval work, reviewed the compensation and assessment plans and systems of professional managers formulated by the Board of Directors, as well as supervised the implementation process.

The second was financial supervision. The Board of Supervisors of the Bank carefully reviewed the periodic reports, considered reports on the preparation of annual and interim periodic reports and results announcements, provided written review opinions on the authenticity, accuracy and completeness of the reports, and issued independent opinions at the Board meetings. At the same time, the Board of Supervisors also strengthened the supervision of external audit work, attended meetings of the audit committee of the Board as observers, and listened to the report on the engagement of the external audit agency for the review and audit of the financial statements. The Board of Supervisors listened to the senior management's report on the operation on a quarterly basis, reviewed major asset disposal issues, and highlighted issues that require attention in aspect of the accounting treatment for assets.

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APPENDIX II	WORK REPORT OF THE BOARD OF
	SUPERVISORS OF BANK OF TIANJIN FOR 2020

The third was the supervision on risk management. The Board of Supervisors of the Bank assumed the responsibility of overseeing comprehensive risk management, listened to reports on comprehensive risks (including operational risks, liquidity risks, market risks, reputation risks and other major risks), risk management, risk preferences statements, etc., on a regular basis and paid attention to the soundness of the risk management framework establishment, supervised and inspected the performance of duties by the Board of Directors and senior management in respect of various aspects of risk management. The Board of Supervisors listened to relevant specialised audit conclusions and opinions of the internal audit department, and focused on the problems found in the audit work and rectification in the fields including comprehensive risks, operational risks, liquidity risks, anti-money laundering risks, internet loans, and rectification of issues identified in business continuity audits.

The fourth was internal control and supervision. The Board of Supervisors of the Bank continuously followed up on the opinions of the regulatory authorities and the risk issues found in the external audit inspections and the rectification process, looked into the annual regulatory opinion letters, reviewed the annual internal control evaluation reports, and continuously tracked the implementation status of rectifications. The Board of Supervisors reviewed the internal audit work report submitted by the internal audit department of the Bank, paid attention to the quality and effectiveness of internal audit work, and guided internal audit work. The Board of Supervisors listened to the work reports of the senior management, paid attention to the duty performance of the Board of Directors and senior management's crime prevention work responsibilities, and supervised the implementation of the case prevention and control management system, etc. The Board of Supervisors regularly listened to reports on related party transactions and related party transaction management, reviewed reports on major related party transactions and review reports on related party transactions related to the Bank's Directors and senior management, and supervised the duty performance of the Board of Directors and senior management in aspect of related party transaction management. The Board of Supervisors listened to the relevant specialised audit conclusions and opinions of the internal audit department, and focused on the problems found in the audit of related party transaction management and wealth management business, as well as the rectification of such issues.

1. Independent Opinions of the Board of Supervisors on Relevant Matters

During the reporting period, the Board of Supervisors fulfilled its duty of supervising the duty performance by the Board of Directors and senior management of our Bank in accordance with the Articles of Association. The opinions issued in respect of the relevant matters are as follows:

1. Operation in compliance with laws

During the reporting period, the Bank conducted business under laws and regulations, and continued to improve internal control mechanisms. The decision-making procedure during the operation complied with laws and regulations and relevant provisions of the Articles of Association. Members of the Board of Directors and senior management duly fulfilled their duties, and none of the Directors and senior management was found to violate any laws and regulations or prejudice the interests of the Bank and Shareholders.

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APPENDIX II	WORK REPORT OF THE BOARD OF
	SUPERVISORS OF BANK OF TIANJIN FOR 2020

(II) Preparation of annual report

During the reporting period, the procedures of preparation and review of the annual report of the Bank are in compliance with laws, regulations and regulatory requirements, and the contents of the report give a true, accurate and complete view on the actual situations of the Bank.

(III) Related party transactions

During the reporting period, the Board of Supervisors supervised the management of our related party transactions and found no acts damaging the interests of the Bank and its Shareholders.

(IV) Implementation of the resolutions passed by the Shareholders' general meetings

During the reporting period, the Bank convened 2 general meetings. Members of the Board of Supervisors attended the meetings in accordance with the relevant regulations of the Company Law of the People's Republic of China, and the Articles of Association of Bank of Tianjin Co., Ltd. The Board of Supervisors had no objection to the reports and proposals submitted by the Board of Directors to the general meetings for consideration, supervised the implementation of the resolutions of the general meetings, and considered that the Board of Directors was able to conscientiously implement relevant resolutions of the Shareholders' general meetings.

On Behalf of the Board of Supervisors

FENG Xia

Chairwoman

Tianjin, China

26 March 2021

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APPENDIX III	CAPITAL REPLENISHMENT PLAN
	OF BANK OF TIANJIN (2021-2025)

In order to meet the requirements under the capital regulatory policies and the macro-prudential management policies, to maintain high level of capital quality and capital adequacy, and to effectively promote steady business development, the Bank formulated the Capital Replenishment Plan of Bank of Tianjin Co., Ltd. (2021 - 2025) in accordance with its strategic planning.

1. Capital Management Strategy

The Bank will further improve its long-term capital replenishment mechanism of "focusing on internal capital accumulation with external financing as supplement", strengthen capital management, establish a scientific and reasonable capital structure covering all potential risks. The Bank will also continue to optimise resource allocation to ensure steady business development and to maximise value for its Shareholders.

1. Capital Planning Objectives

First, the Bank will, pursuant to relevant regulatory requirements, ensure that the core tier one capital adequacy ratio is no less than 7.5%, tier one capital adequacy ratio is no less than 8.5% and capital adequacy ratio is no less than 10.5%, at any point of time.

Second, the Bank will strive to keep our capital adequacy ratio basically on par with the average capital adequacy ratio of city commercial banks all over China in order to maintain higher regulatory rating and obtain policy support for operation and development.

1. Establishment of Long-term Capital Replenishment Mechanism
   1. Effectively enhance internal capital accumulation. By the measures of: (1) optimising income structure and boosting profitability and cost efficiency, as well as increasing capital return to ensure the sustainable growth of endogenous capital; (2) adjusting and optimising its business structure of on and off-balance sheet assets, accelerating the transformation of business structure, developing asset management, investment banking and other light assets businesses, reducing occupancy of low-efficient and inefficient capital to realise capital saving and release; (3) focusing on its risk management and control capabilities, ensuring a relatively sufficient level of provision, to increase capital supplement while improving risk resistance capacity; (4) formulating reasonable dividend payment plan and profit distribution plan and appropriately increasing the proportion of retained earnings, the Bank will replenish capital chiefly by internal capital accumulation, so as to further improve capital structure and enhance the capital quality and capital strength under the premise that Shareholders' interest is assured. Then, our source of capital replenishment will become more sustainable.

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APPENDIX III	CAPITAL REPLENISHMENT PLAN
	OF BANK OF TIANJIN (2021-2025)

1. Proactively expand external capital replenishment channels. The Bank will actively promote private placement, and deepen research and innovation in related businesses of tier-one capital instrument and qualified tier-two capital instrument. Besides, we will comprehensively consider various factors, including regulatory policies, market environment and financing cost to replenish capital via introducing strategic investors, share allotment, private placement, issuance of capital bonds without fixed terms, issuance of preference shares, issuance of qualified tier-two capital instruments, and other external capital replenishment channels in a timely manner.
2. Optimise capital management and improve efficiency of capital utilisation. Through adhering to the rational development model under capital constraints, the Bank will strengthen operation and management concepts of capital occupancy, scale of capital constraint, and capital coverage on risks, to continuously improve its economic capital management system. The Bank will incorporate economic capital costs into its performance appraisal system to strengthen capital constraints and improve the efficiency of capital utilisation, thus realising the optimal allocation of resources.
3. Strengthening the tracking and monitoring procedures of capital adequacy. The Bank will improve the procedures to evaluate capital adequacy ratio, and set up and perfect the framework, process and management scheme of evaluation, as well as strengthen monitoring on capital adequacy, thereby adjust our operational plans accordingly so as to constrain the increase of risk assets. We will also start capital replenishments timely to ensure reasonable level of capital adequacy for effective coverage of capital on various major risks assumed by the Bank in our business activities.
4. Improve investor management and keep optimising equity structure. The Bank will strictly follow the Hong Kong Listing Rules, enhance the level of information disclosure, improve financial transparency, reinforce investor relations management and seek long-term support from Shareholders in capital operation. Considering both the strategies and development direction of the Bank, we will actively introduce strategic investors who can bring us operational vitality, market resources and guarantee of equity stability, as we keep optimising the equity structure.

IV. Capital Replenishment Plan

The Bank will replenish its capital in compliance with regulatory standards and with reference to the average capital adequacy of other commercial banks, continuously optimise our capital structure and strengthen risk prevention capacity to keep the capital adequacy ratio up to the capital regulatory standards and effectively promote the steady development of business.

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APPENDIX III	CAPITAL REPLENISHMENT PLAN
	OF BANK OF TIANJIN (2021-2025)

1. Internal capital accumulation

We will further adjust income structure, boost profitability, optimise profit distribution policy and enhance cost efficiency, so as to effectively ramp up the ability of internal accumulation and ensure the sustainable retained earnings for replenishment of endogenous capital. We will strive to replenish approximately RMB10 billion capital through internal accumulation during the five-year period from 2021 to late 2025.

2. External capital replenishment

First, given that our adequacy ratio of tier-1 capital after 2021 is expected to be near the regulatory bottom line of 8.5%, the Bank will actively seek for potential strategic investors and propose to replenish approximately RMB10 billion for its core tier-1 capital through private placement. We will deepen research and innovation in other tier-1 capital instruments, including but not limited to issuance of capital bonds without a fixed term and preference shares, etc., to provide more options for capital replenishment and keep the capital adequacy ratio up to the capital regulatory standards.

Second, from 2022 to 2023, the Bank will face intensive redemption of tier-2 capital instruments due to maturity and early redemption, resulting in a gap in the Bank's tier-2 capital. As such, new tier-2 capital instrument is urgently needed. From 2021 to 2025, the Bank will issue qualified tier-2 capital instrument of not more than RMB30 billion (inclusive) as appropriate in several tranches.

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NOTICE OF 2020 ANNUAL GENERAL MEETING

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, 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 notice.

BANK OF TIANJIN CO., LTD.*

天津銀行 股份有限公 司*

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

(Stock Code: 1578)

NOTICE OF 2020 ANNUAL GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2020 annual general meeting (the "AGM") of Bank of Tianjin Co., Ltd.* (天津銀行股份有限公司) (the "Bank") will be held at Geneva Hotel (No.32 Youyi Road, Hexi District, Tianjin, the PRC), at 9:30 a.m. on Tuesday, 18 May 2021.

In order to implement the decisions and arrangements of the Central Committee of the Communist Party of China and the State Council, the Bank will make every effort to prevent and control the COVID-19 pandemic and safeguard the health and safety of Shareholders and the attendees. The Board of Directors of the Bank (the "Board") recommends that the Shareholders vote on the relevant resolutions by appointing the chairman of the AGM to attend the AGM (rather than in person).

Based on the current needs of prevention and control of COVID-19 pandemic, the Bank will also adopt a series of disease prevention measures at the AGM venue. The Bank reminds Shareholders and the attendees participating in the on-site meeting to perform personal protective precautions, and actively complies with disease prevention and control requirements by detecting body temperature and wearing surgical masks.

The following resolutions will be considered and, if thought fit, approved by the Shareholders of the Bank at the AGM:

ORDINARY RESOLUTIONS

1. to consider and approve the Work Report of the Board of Directors for 2020;
2. to consider and approve the Work Report of the Board of Supervisors for 2020;
3. to consider and approve the Report for Final Financial Accounts for 2020;

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NOTICE OF 2020 ANNUAL GENERAL MEETING

1. to consider and approve the Profit Distribution Plan for 2020;
2. to consider and approve the Report for Financial Budget for 2021;
   SPECIAL RESOLUTIONS
3. to consider and approve the Capital Replenishment Plan (2021-2025);
4. to consider and approve the Tier-2 Capital Bonds Issuance Plan;

TO RECEIVE THE RELEVANT REPORTS

1. to listen to the Appraisal Report on the Performance of Duties by the Board of Directors, the Directors, the Board of Supervisors, the Supervisors and Senior Management and its members of the Bank for 2020;
2. to listen to the Work Report of independent non-executive Directors for 2020; and
3. to listen to the Report of related party transactions and management of related party transactions for 2020.

By order of the Board

Bank of Tianjin Co., Ltd.

SUN Liguo

Chairman

Tianjin, China

31 March 2021

As at the date of this notice, the Board of Directors of the Bank comprises Mr. SUN Liguo and Mr. WU Hongtao, as executive directors; Ms. SUN Jingyu, Ms. DONG Guangpei, Mr. Alistair Marshall BULLOCH, Mr. ZHAO Wei, Mr. WANG Shunlong and Ms. LI Jun as non-executive directors; Mr. FENG Heping, Mr. LAW Yee Kwan, Quinn, Mr. JIN Qingjun, Mr. HUA Yaogang and Mr. HE Jia as independent non-executive directors.

• Bank of Tianjin Co., Ltd. is not an authorised 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 authorised to carry on banking/deposit-taking business in Hong Kong.

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NOTICE OF 2020 ANNUAL GENERAL MEETING

Note:

1. Details of the Work Report of the Board of Directors for 2020, the Work Report of the Board of Supervisors for 2020, and the Capital Replenishment Plan (2021-2025) are set out in Appendices I to III to the circular of the 2020 AGM respectively.
2. Registration procedures for attending the AGM
   Individual Shareholders who wish to attend the meeting in person shall produce their identity cards or other effective document or proof of identity and stock account cards. Proxies of individual Shareholders shall produce their effective proof of identity and proxy form. A corporate Shareholder should attend the meeting by its legal representative or proxy appointed by the legal representative. A legal representative who wishes to attend the meeting should produce his/her identity card or other valid documents evidencing his/her capacity as a legal representative. If appointed to attend the meeting, the proxy should produce his/her identity card and an authorisation instrument duly signed by the legal representative of the corporate Shareholder.
3. Reply Slip
   Holders of H Shares who intend to attend the AGM in person or by proxy should return the reply slip in person, by post or by facsimile to the H Share Registrar, Computershare Hong Kong Investor Services Limited, on or before Wednesday, 28 April 2021.
   The address of Computershare Hong Kong Investor Services Limited is 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong (Tel: [phone], Fax: [phone]).
4. Proxy
   Any Shareholder entitled to attend and vote at the 2020 AGM is entitled to appoint one or more persons (whether such person is a shareholder or not) as his/her proxy or proxies to attend and vote on his/her behalf.
   The instrument appointing a proxy must be in writing under the hand of the Shareholder or his/her attorney duly authorised in writing. For a corporate Shareholder, the proxy instrument must be affixed with the common seal or signed by its director or attorney duly authorised in writing.
   The proxy form (together with a notarially certified copy of the power of attorney or other authority (if any) if this proxy form is signed by a person on behalf of the appointor) must be delivered by the holder of H shares to the H Share Registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not later than 9:30 am on Monday, 17 May 2021 (Hong Kong time). If no direction is given, the proxy will be entitled to vote or abstain as he/she thinks fit. The proxy will also be entitled to vote at his/her discretion on any resolution properly put forward at the 2020 AGM other than those referred to in the notice convening the 2020 AGM.
   Where there are joint holders of any Shares, any one of such persons may vote at the 2020 AGM, either personally or by proxy, in respect of such shares as if he/she were solely entitled thereto. However, if more than one of such joint holders is present at the 2020 AGM, either personally or by proxy, then one of the said persons so present whose name stands first in the register of members in respect of such shares shall alone be entitled to vote in respect thereof.
   Completion and return of a proxy form will not preclude a Shareholder from attending in person and voting at the AGM or at any adjournment thereof if he/she so wishes, but in such event the instrument appointing a proxy shall be deemed to be revoked. However, in this case, the paperwork for appointing the appointed representative shall be deemed to have been revoked.

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NOTICE OF 2020 ANNUAL GENERAL MEETING

1. Closure of register of members
   In order to determine the list of Shareholders who are entitled to attend and vote at the 2020 AGM to be held on Tuesday, 18 May 2021, the register of members of the Bank will be closed from Sunday, 18 April 2021 to Tuesday, 18 May 2021 (both days inclusive). The holders of H Shares of the Bank who intend to attend and vote at the 2020 AGM must lodge all the transfer documents accompanied by the relevant H share certificates with the H Share Registrar of the Bank, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong to process the registration not later than 4:30 p.m. on Friday, 16 April 2021. The Shareholders whose names appear in the Bank's register of members at the close of business on Friday, 16 April 2021 shall be entitled to attend and vote at the 2020 AGM.
2. Publication of poll results
   Pursuant to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited, each of the resolutions set out in the Notice of the 2020 AGM will be voted by poll. Results of the poll voting will be published on the Bank's website at www.bankoftianjin.com and the website of Hong Kong Exchanges and Clearing Limited at www.hkexnews.hk after the AGM.
3. Others
   The 2020 AGM is estimated to last no longer than half a day. Shareholders who attend the meeting in person or by proxy shall bear their own traveling, dining and accommodation expenses.

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