REG - Air China Ld - FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

Air ChinaAnnouncement

01/12/2025 09:30

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20251201:nRSA6594Ja&default-theme=true

RNS Number : 6594J  Air China Ld  01 December 2025

中國國際航空股份有限公司

AIR CHINA LIMITED

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

(Stock Code: 00753)

 

FORM OF PROXY FOR EXTRAORDINARY GENERAL MEETING

 

 Number of shares to which this form of proxy relates ((Note) (1))

                                     (         )

 I/We (Note 2)

 of

 being the registered holder(s) of ((Note) (3))

 H Shares in the share capital of Air China Limited (the "Company") HEREBY
 APPOINTthe chairman of the general meeting and/or ((Note) (4))

 of

 as my/our proxy/proxies: (a) to act for me/us at the extraordinary general
 meeting (or at any adjournment thereof) of the Company to be held at 11:00
 a.m. on Tuesday, 16 December 2025 at The Conference Room C713, No. 30 Tianzhu
 Road, Shunyi District, Beijing, the PRC (the "General Meeting") for the
 purpose of considering and, if thought fit, passing the resolutions (the
 "Resolutions") as set out in the notice convening the General Meeting (the
 "Notice"); and

 (b) at the General Meeting (or at any adjournment thereof) to vote for me/us
 and in my/our name(s) in respect of the Resolutions as hereunder indicated or,
 if no such indication is given, as my/our voting proxy thinks fit. Unless
 otherwise indicated, capitalised terms used herein shall have the same meaning
 as those defined in the Notice.

 

 RESOLUTIONS                                                                              FOR(Note 5)  AGAINST(Note 5)  ABSTAIN(Note 5)
 1.      To consider and approve the resolution in relation to the satisfaction of the
         Company of the conditions for the Issuance of A Shares to Specific Investors.
 2.      To consider and approve the resolution in relation to the proposal of the        N/A          N/A              N/A
         Issuance of A Shares to Specific Investors by the Company in 2025.
 2.1     type and par value of Shares issued
 2.2     method and time of issuance
 2.3     subscribers and method of subscription
 2.4     issue price and pricing method
 2.5     number of issuance
 2.6     lock-up arrangement
 2.7     listing venue
 2.8     arrangement relating to the accumulated undistributed profits prior to the
         Issuance
 2.9     amount and use of proceeds
 2.10    validity period of the resolution on the Issuance
 3.      To consider and approve the resolution in relation to the preliminary proposal
         of the Issuance of A Shares to Specific Investors by the Company in 2025.
 4.      To consider and approve the resolution in relation to the discussion and
         analysis report on the proposal of the Issuance of A Shares to Specific
         Investors by the Company in 2025.
 5.      To consider and approve the resolution in relation to the feasibility analysis
         report on the use of proceeds from the Issuance of A Shares to Specific
         Investors by the Company in 2025.
 6.      To consider and approve the resolution in relation to the related (connected)
         transaction concerning the entering into of the conditional A share
         subscription agreement with specific investors by the Company.
 7.      To consider and approve the resolution in relation to the report on use of
         proceeds from previous fund-raising activities of the Company.
 8.      To consider and approve the resolution in relation to the dilution of the
         Company's current return by the Issuance of Shares to Specific Investors in
         2025, the remedial measures and the undertakings made by the relevant entities
         in respect of such measures.
 9.      To consider and approve the resolution in relation to future plan of the
         Company for dividend returns to the Shareholders for the coming three years
         (2025-2027).
 10.     To consider and approve the resolution in relation to the authorization by the
         Shareholders' meeting to the Board and its authorized person(s) to proceed
         with relevant matters in respect of the Issuance of Shares to Specific
         Investors by the Company in their sole discretion.

 

The above resolutions No. 1, No. 7, No. 8 and No. 9 are ordinary resolutions;
the remaining resolutions are special resolutions.

*  For details of the Resolutions, please refer to the circular of the
Company dated 28 November 2025 and the Notice.

 

Dated this                             day of
 
 2025                       Signature ((Note) (5)):
 

Notes:

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

2.   Full name(s) and address(es) to be inserted in BLOCK CAPITALS.

3.   Please insert the total number of shares registered in your name(s).

4.   A member entitled to attend and vote at the General Meeting is entitled
to appoint one or more proxies of his own choice to attend and vote instead of
him. A proxy need not be a member of the Company. If any proxy other than the
chairman of the General Meeting is preferred, please strike out the words "the
chairman of the General meeting and/or" and insert the name(s) and address(es)
of the proxy/proxies desired in the space provided. In the event that two or
more persons (other than the chairman of the General Meeting) are named as
proxies and the words "the chairman of the General Meeting and/or" are not
deleted, those words and references shall be deemed to have been deleted.

5.   IMPORTANT: IF YOU WISH TO VOTE FOR THE RESOLUTION, TICK IN THE BOX
MARKED "FOR". IF YOU WISH TO VOTE AGAINST THE RESOLUTION, TICK IN THE BOX
MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING, TICK THE APPROPRIATE BOX
MARKED "ABSTAIN". Failure to complete the boxes will entitle your voting proxy
to cast his vote at his discretion. A member is entitled to one vote for every
fully-paid share held and a member entitled to more than one vote need not use
all his votes in the same way. A tick in the relevant box indicates that the
votes attached to all the shares stated above as held by you will be cast
accordingly.

6.   This form of proxy must be signed by you or your attorney duly
authorised in writing, or in the case of a corporation, must be either under
seal or under the hand of a director or attorney duly authorised. If this form
of proxy is signed by your attorney, the power of attorney or other document
of authorisation must be notarised.

7.   In order to be valid, this form of proxy, together with the notarised
copy of the power of attorney or other document of authorisation (if any)
under which it is signed, for holders of H Shares, must be delivered to the
Company's H Share registrar, Computershare Hong Kong Investor Services
Limited, 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong
Kong, not less than 24 hours prior to the time appointed for holding the
General Meeting (or any adjournment thereof).

8.   Completion and delivery of this form of proxy will not preclude you
from attending and/or voting at the General Meeting (or any adjournment
thereof) if you so wish.

9.   ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE
PERSON(S) WHO SIGN(S) IT.

10. To attend and represent the shareholder(s) at the General Meeting, the
proxy so appointed must produce beforehand his identification document and any
power of attorney duly signed by his appointor(s) or the legal
representative(s) of his appointor(s). The power of attorney must state the
date of issuance.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  PRXEANAFEFASFEA



            Copyright 2019 Regulatory News Service, all rights reserved