中國光大銀行股份有限公司

China Everbright Bank Company Limited

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

(Stock code: 6818) PROXY FORM FOR THE 2017 FIRST H SHAREHOLDERS' CLASS MEETING TO BE HELD ON 28 FEBRUARY 2017

I/We(Note1) of being the registered holder(s) of (Note2) H Shares of RMB1.00 each in the capital of China Everbright Bank Company Limited (the "Company"), hereby appoint the Chairman of the meeting or (Note3) of to act as my/our proxy to attend and vote for me/us and on my/our behalf at the first H shareholders' class meeting for the year 2017 (the "Meeting") of the Company to be held at the conference room of 3rd Floor, Tower A, China Everbright Center, No. 25 Taipingqiao Avenue, Xicheng District, Beijing, PRC on Tuesday, 28 February 2017 at 9:30 a.m. (or immediately after the conclusion or adjournment of the first

extraordinary general meeting for 2017 and first A shareholders' class meeting for 2017 of the Company) or any adjournment thereof, for the purpose of considering and if thought fit, passing the resolutions set out in the notice convening the Meeting, and voting on behalf of me/us under my/our name as indicated below (Note4) in respect of the resolutions to be proposed at the Meeting and any of its adjournment.

Resolutions

For (Note 4)

Against (Note 4)

Abstained (Note4)

Special Resolutions

1.

To consider and approve the Proposal in respect of the Domestic Non- public Issuance of Preference Shares

1.1 Type of Preference Shares to be issued

1.2 Number of Preference Shares to be issued and issuance size

1.3 Par value and issuance price

1.4 Method of issuance

1.5 Duration

1.6 Target investors

1.7 Lock-up period

1.8 Terms for distribution of dividends

1.9 Terms for mandatory conversion

1.10 Terms for optional redemption

1.11 Restrictions on voting rights

1.12 Restoration of voting rights

1.13 Sequence of settlement and method of liquidation

1.14 Rating arrangements

1.15 Guarantee arrangement

1.16 Use of proceeds

1.17 Transfer arrangements

1.18 The effective period for the resolution on the Issuance of Preference Shares

1.19 Matters relating to authorisation

Dated 2017 Shareholder's Signature (Note5)

Notes:

  1. Please insert full name(s) and address as registered in the register of members in BLOCK CAPITALS.

  2. Please insert the number of shares registered in your name(s) relating to this proxy form. If no number is inserted, this proxy form will be deemed to relate to all shares registered in your name(s).

  3. If a proxy other than the Chairman of the meeting is preferred, cross out the words "the Chairman of the meeting or" and insert the full name and address of the proxy (or proxies) desired in the space provided. If you are a shareholder of the Company who is entitled to attend and vote at the Meeting convened by the aforementioned notice, you are entitled to appoint one or more proxies to attend and vote on your behalf. A proxy need not be a shareholder of the Company. Any changes to this proxy form should be initialled by the person who signs it.

  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK THE APPROPRIATE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, TICK THE BOX MARKED "AGAINST". IF YOU WISH TO VOTE ABSTAINED THE RESOLUTION, TICK THE BOX MARKED "ABSTAINED". The shares abstained will be counted in the calculation of the required majority. If no direction is given, the proxy will be entitled to vote or abstain as he thinks fit. Your proxy will also be entitled to vote at his discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.
  5. This proxy form must be signed by you, or your attorney duly authorised in writing or, if you are a corporation, must either be executed under the common seal or under the hand of a director or duly authorised attorney(s). If this proxy form is signed by an attorney of a shareholder, the power of attorney or other authority (if any) under which it is signed must be notarised.

  6. In the case of joint holders of any share, any one of such persons may vote at the Meeting, either personally or by proxy, in respect of such share as if he were solely entitled thereto; but if more than one of such joint holders are present at the Meeting whether attending in person or by proxy, the vote of the person, whose name stands first on the register of members of the Company in respect of such share (in person or by proxy) shall be accepted to the exclusion of the vote(s) of the other joint holder(s).

  7. To be valid, this proxy form together with the power of attorney or other authorisation document (if any) must be deposited at the H Share registrar of the Company by hand or by post not less than 24 hours before the time fixed for the holding of the Meeting or any adjournment thereof (as the case may be). Completion and delivery of this proxy form will not preclude shareholders from attending and voting at the Meeting if she/he so wishes. In such event, the instrument appointing a proxy shall be deemed to be revoked. The H Share registrar of the Company is Computershare Hong Kong Investor Services Limited, whose address is at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong.

  8. Identification documents must be shown by shareholder(s) or proxies to attend the Meeting.

China Everbright Bank Co. Ltd. published this content on 16 January 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 16 January 2017 03:10:08 UTC.

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