Share’s code：
| Share’s code： | 000550 | Share’s Name： | Jiangling Motors | No.： | 2023—017 |
| 200550 | Jiangling B |
Jiangling Motors Corporation, Ltd.Notice on Holding 2022 Annual Shareholders’ Meeting
Jiangling Motors Corporation, Ltd. and its Board members undertake that theinformation disclosed herein is truthful, accurate and complete and does notcontain any false statement, misrepresentation or major omission.
I. Basic information of holding the meeting
1. Meeting: 2022 Annual Shareholders’ Meeting of Jiangling Motors Corporation, Ltd.(hereinafter referred to as “JMC” or the “Company”)
2. Convener: the Board of Directors of the Company.
The Board of Directors approved the Notice on Holding 2022 Annual Shareholders’Meeting in form of paper meeting from May 21, 2023 to May 24, 2023.
3. The convening of the shareholder’ meeting complied with the stipulations of theCompany Law, the Securities Law, the Rules Governing Listing of Stock onShenzhen Stock Exchange and the Articles of Association of JMC.
4. Time
On the spot: 8:00 am, June 16, 2023Online voting: June 16, 2023. P.s. 9:15～9:25 a.m., 9:30～11:30 a.m. and 1:00～3:00 p.m., for Shenzhen Stock Exchange Trading System; or, random time of 9:15a.m.～3:00 p.m. June 16, 2023 for Shenzhen Stock Exchange Online VotingSystem.
5. Convening method: vote on the spot as well as online voting. Shareholders of the
Company can choose to vote on the spot or online voting. If a voting right isexercised repeatedly in different circumstances, the first voting result will beprevailed.
6. Equity record date: June 12, 2023. B-share holder can attend the meeting only
when she/he had bought B shares of the Company on June 7, 2023 i.e., the lasttrading day for the B-share holder who can attend the meeting, or earlier.
7. Persons to be present
7.1. All the shareholders of JMC registered in the records of China Securities
Depository and Clearing Corporation Ltd. Shenzhen branch as of 3:00 p.m. onJune 12, 2023. If a shareholder cannot attend the meeting personally, she/he canentrust a representative to attend the meeting.
7.2. The Directors, Supervisors and senior management of JMC.
7.3. Lawyers from Jiangxi Hua Bang Law Firm
8. Venue: Conference Centre, 20th floor, JMC Building, No. 2111 Middle Yingbin
Avenue, Nangchang City, Jiangxi Province, P.R.C.
II. The items to be reviewed by the meeting:
| Code | Items | Remark |
| Voting to the columns marked with “√” |
| 100 | Total proposals: all the proposals except the proposals adopting accumulative voting | √ |
| Proposals not adopting accumulative voting: | ||
| 1.00 | 2022 Work Report of the Board of Directors of JMC | √ |
| 2.00 | 2022 Work Report of the Supervisory Board of JMC | √ |
| 3.00 | 2022 Annual Report of JMC and the Extracts from such Annual Report | √ |
| 4.00 | 2022 Financial Statements of JMC | √ |
| 5.00 | Proposal on JMC Profit Distribution for Year 2022 | √ |
| 6.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with JMCG Finance Company | √ |
| 7.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangxi Jiangling Motors Imp. & Exp. Co., Ltd. and its subsidiaries | √ |
| 8.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangling Motor Group Co., Ltd. and its subsidiaries | √ |
| 9.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Ford Motor Company and its subsidiaries | √ |
| 10.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Jiangling HuaXiang Auto Components Co., Ltd. | √ |
| 11.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Baojiang Steel Processing Distribution Co., Ltd. | √ |
| 12.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Magna PT Powertrain (Jiangxi) Co., Ltd. | √ |
| 13.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangxi Jiangling Lear Interior System Co., Ltd. | √ |
| 14.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangxi JMCG Specialty Vehicles Co., Ltd. and its subsidiaries | √ |
| 15.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Faurecia Emissions Control Technologies Co., Ltd. | √ |
| 16.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with China South Industries Group Corporation and its subsidiaries | √ |
| 17.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Unistar | √ |
Electric & Electronics Co., Ltd.
| Electric & Electronics Co., Ltd. | ||
| 18.00 | JMC Year 2023-2025 Shareholder Return Plan | √ |
| Proposals adopting accumulative voting: | ||
| 19.00 | Election of Directors for the Eleventh Board of Directors of JMC (Excluding Independent Directors): | Number of people to be elected is 6 |
| 19.01 | Proposal on Electing Mr. Qiu Tiangao as a Director of the Eleventh Board of Directors of JMC | √ |
| 19.02 | Proposal on Electing Mr. Shengpo Wu as a Director of the Eleventh Board of Directors of JMC | √ |
| 19.03 | Proposal on Electing Mr. Ryan Anderson as a Director of the Eleventh Board of Directors of JMC | √ |
| 19.04 | Proposal on Electing Ms. Xiong Chunying as a Director of the Eleventh Board of Directors of JMC | √ |
| 19.05 | Proposal on Electing Mr. Jin Wenhui as a Director of the Eleventh Board of Directors of JMC | √ |
| 19.06 | Proposal on Electing Mr. Yuan Mingxue as a Director of the Eleventh Board of Directors of JMC | √ |
| 20.00 | Election of Independent Directors for the Eleventh Board of Directors of JMC: | Number of people to be elected is 3 |
| 20.01 | Proposal on Electing Mr. Yu Zhuoping as an Independent Director of the Eleventh Board of Directors of JMC | √ |
| 20.02 | Proposal on Electing Mr. Chen Jiangfeng as an Independent Director of the Eleventh Board of Directors of JMC | √ |
| 20.03 | Proposal on Electing Ms. Wang Yue as an Independent Director of the Eleventh Board of Directors of JMC | √ |
| 21.00 | Election of Supervisors for the Eleventh Supervisory Board of JMC: | Number of people to be elected is 3 |
| 21.01 | Proposal on Electing Mr. Xiao Hu as a Supervisor of the Eleventh Supervisory Board of JMC | √ |
| 21.02 | Proposal on Electing Mr. Zhang Yangyang as a Supervisor of the Eleventh Supervisory Board of JMC | √ |
| 21.03 | Proposal on Electing Mr. Zhang Jian as a Supervisor of the Eleventh Supervisory Board of JMC | √ |
Please refer to the Public Announcement on Resolutions of the Board of Directors ofJMC, the Public Announcement on Resolutions of the Supervisory Board of JMC andthe 2022 Annual Report of JMC published on March 30, 2023 in China Securities,Securities Times, Hong Kong Commercial Daily, and on the websitehttp://www.cninfo.com.cn for details of the proposals 1-5.
Please refer to the Public Announcement on Forecast of the Routine Related PartyTransactions in 2023 of JMC published on December 13, 2022 in China Securities,
Securities Times, Hong Kong Commercial Daily, and on the websitehttp://www.cninfo.com.cn for details of the proposals 6-17.
Please refer to the Public Announcement on Resolutions of the Board of Directors ofJMC and the Public Announcement on Resolutions of the Supervisory Board of JMCpublished on May 26, 2023 in China Securities, Securities Times, Hong KongCommercial Daily, and on the website http://www.cninfo.com.cn for details of theproposals 18-21.
The proposals 6-17 are related party transactions. When voting on the proposals at theshareholders’ meeting, Ford Motor Company (“Ford”) will withdraw from the votingon the related party transactions associated with Ford and its affiliates; NanchangJiangling Investment Co., Ltd. will withdraw from the voting on the related partytransactions associated with Jiangling Motors Group Co., Ltd. and its affiliates, orassociated with Changan Automobile Co., Ltd. and its affiliates, and or associatedwith Nanchang Jiangling Investment Co., Ltd. and its affiliates.
All the above-mentioned proposals shall be approved in form of ordinary resolution.
Accumulative voting procedure shall be adopted on voting of the proposals 19-21,that is, the number of total votes cast by a shareholder in the accumulative voting shallbe equal to the product of the number of shares held by the shareholder and the numberof Non-Independent Directors, Independent Director, or Supervisors to be elected at thisshareholders’ meeting. The shareholder may cast his votes, which shall be no morethan the number of total votes he held, for one Director (or Supervisor) candidate orfor several Director (or Supervisor) candidates.
The Independent Director candidates can be voted at the shareholders’ meeting onlyafter the Shenzhen Stock Exchange does not raise any objection to qualification andindependence of the Independent Director candidates.
In addition, the Independent Directors will report their performance in 2022 at the2022 Annual Shareholders’ Meeting. Please refer to the websitehttp://www.cninfo.com.cn for the Report.
III. Registration for the Shareholders’ Meeting
1. Registration procedures
The shareholder holding A Shares should present personal identity card and securitiesaccount card; the representative should present his own identity card, the proxy (seeattachment 1) and the shareholder’s securities account card; the representative of alegal person shareholder should present his own identity card and the proxy of thelegal person shareholder to handle the registration for the meeting. The shareholderholding B Shares should present personal identity card and securities account card,the representative should present the proxy signed by the shareholder to handle theregistration for the meeting.The shareholders not residing in Nanchang can handle the registration in advance by
way of communication. (See attachment 2 AR. of attending the shareholders’meeting)
Registration time: 9:00 a.m.-11:30 a.m. and 14:00 p.m.-17:00 p.m., weekdays from
June 13, 2023 to June 15, 2023.
Registration address: Securities Department, JMC Building, No. 2111 Middle Yingbin
Avenue, Nanchang City, Jiangxi Province, P.R.C.
2. The shareholders’ meeting is expected to last no more than one day. The attendingshareholders or the representatives should be responsible for their own travel andaccommodation expenses.Contact information:
Correspondence person: Mr. Wan Xianke, Mr. Yuan JunTelephone number: 86-791-85266178Fax: 86-791-85232839
IV. Online voting proceduresPleases refer to the Chinese version of the Notice on Holding 2022 AnnualShareholders’ Meeting of the Company published on May 26, 2023 in ChinaSecurities, Securities Times and on the website: http://www.cninfo.com.cn for details.
V. Document for referenceThe Resolutions of the Board of Directors on the Notice on Holding 2022 AnnualShareholders’ Meeting of JMC.
Board of DirectorsJiangling Motors Corporation, Ltd.May 26, 2023
Attachment 1:
PROXY
Full authority hereby granted to Mr./Ms. to represent the undersignedat the 2022 Annual Shareholders’ Meeting of Jiangling Motors Corporation, Ltd., andto vote accordingly on all the proposals at the meeting. (Please express definitelyfavor, against or abstention on every proposal.)Signature of shareholder: Identity Card No.:
Number of Shares held: Securities account No.:
Type of shares (A shares or B shares):
Signature of representative: Identity Card No.:
Date of appointment of Proxy: , 2023
Sample of Voting on the Proposals of the Shareholders’ Meeting
| Code | Items | Remark | Favor | Against | Abstention |
| Voting to the columns marked with “√” | |||||
| 100 | Total proposals: all the proposals except the proposals adopting accumulative voting | √ | |||
| Proposals not adopting accumulative voting: | |||||
| 1.00 | 2022 Work Report of the Board of Directors of JMC | √ | |||
| 2.00 | 2022 Work Report of the Supervisory Board of JMC | √ | |||
| 3.00 | 2022 Annual Report of JMC and the Extracts from such Annual Report | √ | |||
| 4.00 | 2022 Financial Statements of JMC | √ | |||
| 5.00 | Proposal on JMC Profit Distribution for Year 2022 | √ | |||
| 6.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with JMCG Finance Company | √ | |||
| 7.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangxi Jiangling Motors Imp. & Exp. Co., Ltd. and its subsidiaries | √ | |||
| 8.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangling Motor Group Co., Ltd. and its subsidiaries | √ | |||
| 9.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Ford Motor Company and its subsidiaries | √ | |||
| 10.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Jiangling HuaXiang Auto Components Co., Ltd. | √ | |||
| 11.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Baojiang Steel Processing Distribution Co., Ltd. | √ | |||
| 12.00 | Proposal on the Y2023 Routine | √ | |||
Related Party Transaction Frameworkwith Magna PT Powertrain (Jiangxi)Co., Ltd.
| Related Party Transaction Framework with Magna PT Powertrain (Jiangxi) Co., Ltd. | |||||
| 13.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangxi Jiangling Lear Interior System Co., Ltd. | √ | |||
| 14.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Jiangxi JMCG Specialty Vehicles Co., Ltd. and its subsidiaries | √ | |||
| 15.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Faurecia Emissions Control Technologies Co., Ltd. | √ | |||
| 16.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with China South Industries Group Corporation and its subsidiaries | √ | |||
| 17.00 | Proposal on the Y2023 Routine Related Party Transaction Framework with Nanchang Unistar Electric & Electronics Co., Ltd. | √ | |||
| 18.00 | JMC Year 2023-2025 Shareholder Return Plan | √ | |||
| Proposals adopting accumulative voting: (fill in the number of votes) | |||||
| 19.00 | Election of Directors for the Eleventh Board of Directors of JMC (Excluding Independent Directors): | Number of people to be elected is 6 | |||
| 19.01 | Proposal on Electing Mr. Qiu Tiangao as a Director of the Eleventh Board of Directors of JMC | √ | |||
| 19.02 | Proposal on Electing Mr. Shengpo Wu as a Director of the Eleventh Board of Directors of JMC | √ | |||
| 19.03 | Proposal on Electing Mr. Ryan Anderson as a Director of the Eleventh Board of Directors of JMC | √ | |||
| 19.04 | Proposal on Electing Ms. Xiong Chunying as a Director of the Eleventh Board of Directors of JMC | √ | |||
| 19.05 | Proposal on Electing Mr. Jin Wenhui as a Director of the Eleventh Board of Directors of JMC | √ | |||
19.06
| 19.06 | Proposal on Electing Mr. Yuan Mingxue as a Director of the Eleventh Board of Directors of JMC | √ | |
| 20.00 | Election of Independent Directors for the Eleventh Board of Directors of JMC: | Number of people to be elected is 3 | |
| 20.01 | Proposal on Electing Mr. Yu Zhuoping as an Independent Director of the Eleventh Board of Directors of JMC | √ | |
| 20.02 | Proposal on Electing Mr. Chen Jiangfeng as an Independent Director of the Eleventh Board of Directors of JMC | √ | |
| 20.03 | Proposal on Electing Ms. Wang Yue as an Independent Director of the Eleventh Board of Directors of JMC | √ | |
| 21.00 | Election of Supervisors for the Eleventh Supervisory Board of JMC: | Number of people to be elected is 3 | |
| 21.01 | Proposal on Electing Mr. Xiao Hu as a Supervisor of the Eleventh Supervisory Board of JMC | √ | |
| 21.02 | Proposal on Electing Mr. Zhang Yangyang as a Supervisor of the Eleventh Supervisory Board of JMC | √ | |
| 21.03 | Proposal on Electing Mr. Zhang Jian as a Supervisor of the Eleventh Supervisory Board of JMC | √ | |
Attachment 2:
AR. of attending the shareholders’ meeting
To: Jiangling Motors Corporation, Ltd.
I, holding shares of Jiangling Motors Corporation, Ltd. as of June 12, 2023,will attend the 2022 Annual Shareholders’ Meeting of JMC.Signature of attendee:
Shareholder’s securities account No.:
Signature (Stamp) of shareholder:
Note: Newspaper cuttings and copies of the Proxy and the AR. are acceptable.