All members of the Company's Board of Supervisors hereby warrant that the information contained in this announcement is true, accurate and complete, and assume joint and several liabilities for any false representation, misleading statement or material omission.
The fifteenth meeting of the third session of the Board of Supervisors of the Company was held in Nanjing on May 19, 2007. The number of supervisors eligible to attend the meeting was nine. The actual number of supervisors that attended the meeting was nine (among them, Supervisor Huang Dazhan entrusted Bi Zhonghua, Chairwoman of the Board of Supervisors, to exercise the voting right on his behalf on matters to be deliberated in the meeting). The meeting complied with relevant regulations of the Company Law of the People's Republic of China and the Articles of Association of the Company.
The meeting deliberated and approved the Resolution on Measures for Nomination and Election of Supervisors of the Fourth Session of the Board of Supervisors of Industrial Bank Co., Ltd.
The term of the third session of the Board of Supervisors of the Company will end on June 27, 2007. The meeting resolved that the Company will start to implement work regarding the change of the Board and the seeking of candidates from the date of the announcement. The details are as follows:
I. Composition of the Fourth Session of the Board of Supervisors
The fourth session of the Board of Supervisors will consist of nine supervisors. Among them, four supervisors will be shareholder representatives, three will be employee representatives of the Company, and two will be external supervisors (including at least one professional accountant).
II. Procedure for Nomination of Supervisor Candidates
(I) Nomination of shareholder supervisor candidates. The current Board of Supervisors may propose a list of candidates for shareholder supervisors based on the number of supervisors to be elected. Shareholders individually or collectively holding over 3% of the voting shares externally issued by the Company may propose candidates for the shareholder supervisors, but the candidate number proposed must comply with the regulations of the Articles of Association of the Company and can not exceed the number to be elected.
(II) Nomination of external supervisors. The Board of Supervisors of the Company and shareholders individually or collectively holding over 1% of the voting shares externally issued by the Company may propose candidates for the external supervisor.
(III) The Company's Labor Union will organize employees to nominate employee supervisors, which will be put to election at the Employee Representative Meeting.
No shareholder can nominate both director and supervisor candidates.
III. Time Frame on Nomination of Supervisor Candidates
Starting from the day when the Board of Supervisors approves the present Measures and announces it, shareholders eligible to make nominations can propose supervisor candidates within a 30 day period starting from the day the announcement is made.
Voting Result: In Favor: 9 votes; In opposition: 0 vote; Abstentions: 0 vote.
The meeting also heard the Report of Industrial Bank Co., Ltd. on the Financial Status in the First Quarter of 2007.
Board of Supervisors of Industrial Bank Co., Ltd.
May 22, 2007