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9. Report on Amendments to the Rules of Procedure for the Shareholders’ Meeting

 
	Document No. 9 of the 2015 Annual General Meeting 

 
	Report on Amendments to the Rules of Procedure for the Shareholders’ Meeting 

 
	Dear Shareholders: 

 
	In accordance with the Rules of General Meetings of Listed Companies (Revised in 2014) issued by the China Securities Regulatory Commission, and in order to further clarify the provisions on online voting at general meetings and the mechanism for separate vote counting for small and medium-sized investors, and taking into account the Company’s actual circumstances, the Rules of Procedure for General Meetings are hereby amended accordingly. For details of the specific amendments, please refer to the “Comparison Table of Provisions Before and After the Amendment to the Rules of Procedure for General Meetings” (attached hereto). 

 
	The above report is submitted for your review. 

 
	April 21, 2016 

 
	Comparison Table of Provisions Before and After the Amendment to the Rules of Procedure for the Shareholders’ Meeting 

	Before revision	After revision
Article 4	Shareholders’ meetings are divided into annual shareholders’ meetings and extraordinary shareholders’ meetings. Such meetings shall be held in person at a designated venue. Where, in accordance with applicable regulations, online participation is required, the Company shall promptly provide such option. Shareholders who participate in the shareholders’ meeting through any of the aforementioned methods shall be deemed to have attended. The in-person session of the shareholders’ meeting shall not conclude before the online session. The shareholders’ meeting shall be held at the Company’s registered office. The annual shareholders’ meeting shall be convened at least once each year and shall be held within six months after the end of the preceding fiscal year. The interval between two consecutive annual meetings shall not exceed fifteen months.	Shareholders’ meetings are divided into annual shareholders’ meetings and extraordinary shareholders’ meetings. Such meetings shall be held in person at a designated venue. The company shall also provide an online platform to facilitate shareholders’ participation. Shareholders who participate in the meeting through either of the aforementioned methods shall be deemed to have attended. The in-person session of the meeting shall not conclude before the online voting period has ended. The company shall clearly specify in the notice of the meeting the time frame for online voting as well as the procedures for conducting such voting. Online voting shall commence no earlier than 3:00 p.m. on the day preceding the in-person meeting and no later than 9:30 a.m. on the day of the in-person meeting; it shall conclude no earlier than 3:00 p.m. on the day the in-person meeting concludes. The shareholders’ meeting shall be held at the company’s registered office. The annual shareholders’ meeting shall be convened at least once each year and must be held within six months after the end of the preceding fiscal year. The interval between two consecutive annual meetings shall not exceed fifteen months.
Article 62	The following matters shall be approved by the Shareholders’ Meeting by way of an ordinary resolution: (1) Reports on the work of the Board of Directors and the Supervisory Board; (2) The profit distribution plan and the loss-compensation plan proposed by the Board of Directors; (3) The appointment and removal of members of the Board of Directors and the Supervisory Board, as well as their remuneration and methods of payment; (4) The company’s annual budget plan and final accounts plan; (5) Other matters, except those that, pursuant to laws, administrative regulations, or the company’s articles of association, must be approved by a special resolution.	The following matters shall be approved by the Shareholders’ Meeting by way of an ordinary resolution: (1) Reports on the work of the Board of Directors and the Supervisory Board; (2) The profit distribution plan and the loss-compensation plan proposed by the Board of Directors; (3) The appointment and removal of members of the Board of Directors and the Supervisory Board, as well as their remuneration and methods of payment; (4) The company’s annual budget plan and final accounts plan; (5) The company’s annual report; (6) Other matters, except those that, pursuant to laws, administrative regulations, or the company’s articles of association, must be approved by a special resolution.
Article 80	The announcement of resolutions passed at the shareholders’ meeting shall specify the number of shareholders (and their proxies) present at the meeting, the total number of shares held (or represented by proxies) and the percentage that such shares represent of the company’s total voting shares, the voting method employed, the outcome of the vote on each proposal, and the opinion of the engaged legal counsel. With respect to resolutions adopted on shareholder proposals, the announcement shall set forth the name or corporate name of the proposing shareholder, the shareholding percentage, and the content of the proposal. The announcement of the resolutions passed at the shareholders’ meeting shall separately tabulate and disclose the attendance and voting results of domestic-shareholders and foreign-shareholders.	The announcement of resolutions passed at the shareholders’ meeting shall specify the number of shareholders (and their proxies) present at the meeting, the total number of shares held (or represented by proxies) and the percentage that such shares represent of the company’s total voting shares, the voting method employed, the outcome of the vote on each proposal, and the opinion of the engaged legal counsel. With respect to resolutions adopted on shareholder proposals, the announcement shall set forth the name or corporate name of the proposing shareholder, the shareholding percentage, and the content of the proposal. The announcement of the shareholders’ meeting resolution shall separately tabulate and disclose the attendance and voting results of domestic-shareholders and foreign-shareholders. When the shareholders’ meeting deliberates on material matters that affect the interests of small and medium-sized investors, votes cast by such investors shall be tallied separately. The results of the separate tally shall be promptly disclosed to the public.