ALUMINUM CORPORATION OF CHINA LIMITED 
No. of shares to which this Proxy Form relates (Note 1) | |
Type of shares (A Shares or H Shares) to which this Proxy Form relates (Note 2) |
I/We (Note 3)
of being shareholder(s) of ALUMINUM CORPORATION OF CHINA LIMITED* (the "Company") hereby appoint the Chairman of the Meeting (Note 4) or of as my/our proxy to attend, act and vote for me/us and on my/our behalf at the 2013 Annual General Meeting of the Company to be held at the Company's conference room at No. 62 North Xizhimen Street, Haidian District, Beijing, the PRC at 2:00 p.m. on Friday, 27 June 2014 as hereunder indicated in respect of the resolutions set out in the Notice of 2013 Annual General Meeting, and, if no such indication is given, as my/our proxy thinks fit.
ORDINARY RESOLUTIONS | For (Note 5) | Against(Note 5) | Abstain(Note 5) |
1. To consider and approve the resolution in relation to the Directors' Report for the year ended 31 December 2013. | |||
2. To consider and approve the resolution in relation to the Supervisory Committee's Report for the year ended 31 December 2013. | |||
3. To consider and approve the resolution in relation to the independent auditor's report and the audited financial report of the Company for the year ended 31 December 2013. |
* For identification purpose only
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ORDINARY RESOLUTIONS | For (Note 5) | Against(Note 5) | Abstain(Note 5) |
4. To consider and approve the resolution in relation to the non-distribution of final dividend and non-transfer of reserves to increase share capital. | |||
5. To consider and approve the resolution in relation to the re-appointment of auditors and the authorization to the audit committee of the Board to fix their remuneration. | |||
6. To consider and approve the resolution in relation to the election of Mr. Sun Zhaoxue as a new non-executive director of the fifth session of the Board. | |||
7. To consider and approve the resolution in relation to the remuneration standards for Directors and Supervisors of the Company for the year 2014. | |||
8. To consider and approve the resolution in relation to the renewal of liability insurance for year 2014-2015 for the Company's Directors, Supervisors and other senior management member. | |||
9. To consider and approve the resolution in relation to the extension of the term of provision of guarantees to Chalco Trading (HK) for foreign currency financing. | |||
10. To consider and approve the resolution in relation to the provision of guarantees by Chalco Ningxia Energy and its subsidiaries to its subsidiaries for bank loans. | |||
11. To consider and approve the resolution in relation to the provision of guarantees to the Company's subsidiary(ies) for overseas bond(s). |
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SPECIAL RESOLUTIONS | For (Note 5) | Against(Note 5) | Abstain(Note 5) |
14. To consider and approve the resolution in relation to the issuance of debt financing instruments. | |||
15. To consider and approve the resolution in relation to the general mandate to issue additional H Shares. | |||
16. To consider and approve the resolution in relation to the issue of overseas bond(s) by the Company or its subsidiary(ies). | |||
17. To consider and approve the resolution in relation to the extension of the period of authorization to the Board and the persons to be fully authorized by the Board to deal with specific matters relating to the Proposed A Share Issue for 12 months from the date of resolutions passed at the AGM and the Class Meetings (i.e. 12 months from 27 June 2014). |
Dated this day of 2014 Signature(s)(Note 6):
* Important: You should first review the notice and the circular of the 2013 annual general meeting of the Company dated 12 May 2014 before appointing a proxy. Unless otherwise specified, words used in this form of proxy has the same meaning as defined in the above circular.- 3 -
Notes:
1. Please insert the number of shares registered in your name(s) to which the proxy form relates. If no number is inserted, this form of proxy will be deemed to relate to all the shares in the capital of the Company registered in your name(s).
2. Please also insert the type of shares (A Shares or H Shares) to which the proxy form relates.
3. Please insert the full name(s) (in Chinese or in English, as shown in the register of members) and registered address(es) in BLOCK LETTERS.
4. If any proxy other than the Chairman of the Meeting is preferred, delete the words "the Chairman of the Meeting or" and insert the name and address of the proxy desired in the space provided. A shareholder may appoint one or more proxies to attend and vote in his stead. A proxy need not be a shareholder of the Company. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE DULY INITIALLED BY THE PERSON(S) WHO SIGN(S) IT.
5. IMPORTANT: IF YOU WISH TO VOTE FOR ANY RESOLUTION, TICK IN THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST ANY RESOLUTION, TICK IN THE BOX MARKED "AGAINST". IF YOU WISH TO ABSTAIN FROM VOTING ON ANY RESOLUTION, TICK IN THE BOX MARKED: "ABSTAIN". ANY ABSTAIN VOTE OR WAIVER TO VOTE SHALL BE DISREGARDED AS VOTING RIGHTS FOR THE PURPOSE OF CALCULATING THE RESULT OF THAT RESOLUTION. Failure to tick the box will entitle your proxy to cast your vote at his discretion. Your proxy will also be entitled to vote at his discretion on any resolutions properly put to the 2013
Annual General Meeting other than those referred to in the notice convening the 2013 Annual General Meeting.
6. This form of proxy must be signed by you or your attorney duly authorised in writing or, in the case of a legal person, must either be executed under its seal or under the hand of a legal representative or other attorney duly authorised to sign the same. If this form of proxy is signed by an attorney of the appointer, the power of attorney authorising that attorney to sign, or other document of authorisation, must be notarially certified.
7. Where there are joint registered 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 is present at the Meeting, personally or by proxy, then one of the persons so present whose name stands first on the register in respect of such share shall alone be entitled to vote in respect thereof.
8. To be valid, for A Shareholders, this form of proxy, together with the notarially certified power of attorney or other document of authorisation, must be delivered to the Office to the Board of Directors at the business address of the Company, Aluminum Corporation of China Limited*, No. 62 North Xizhimen Street, Haidian District, Beijing, the People's Republic of China 100082, not less than 24 hours before the time appointed for the Meeting. In order to be valid, for holders of H Shares, the above document must be delivered to Hong Kong Registrars Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong within the same period.
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