At the recent extraordinary shareholders' meeting of Jiangyin Bank, six proposals each received opposition votes accounting for approximately 9.7% of the total.
Jiangsu Jiangyin Rural Commercial Bank Co.,Ltd. (Jiangyin Bank, 002807.SZ) has recently drawn considerable attention.
On September 5, Jiangyin Bank announced that it held its first extraordinary shareholders' meeting of 2025 on that day. Six proposals regarding amendments to the "Rules of Procedure for Shareholders' Meetings," "Rules of Procedure for Board of Directors," "Independent Director System," "Detailed Rules for Implementation of Cumulative Voting System at Shareholders' Meetings," "Interim Measures for Equity Management," and "Related Party Transaction Management Measures" each received opposition votes exceeding 65 million shares, accounting for approximately 9.7% of the total valid voting shares present at the shareholders' meeting. The other three proposals received opposition votes accounting for less than 0.05% of the total valid voting shares present.
The announcement showed that 288 shareholders and authorized representatives attended the shareholders' meeting, representing approximately 679 million voting shares, accounting for 27.59% of Jiangyin Bank's total shares as of the record date (August 29). Among them, 25 shareholders and authorized representatives attended the on-site meeting, representing approximately 604 million voting shares, accounting for 24.55% of Jiangyin Bank's total shares; 263 shareholders attended through online voting, representing approximately 74.81 million voting shares, accounting for 3.04% of Jiangyin Bank's total shares.
According to reports, relevant staff at Jiangyin Bank stated: "These opposition votes mainly came from online voting. It is the shareholders' right to cast opposition or approval votes on a proposal. The opposition vote ratio of around 9% does not affect the passage of these proposals and will not impact the company's normal operations and development."
However, the aforementioned opposition shares accounted for a very high proportion of the voting shares represented by online voting shareholders, exceeding 86%.
Communication outlines regarding the above opposition vote-related situations and other issues were sent to Jiangyin Bank, but no response has been received as of publication.
Previously, on August 16, Jiangyin Bank announced that the bank's board meeting held on August 14 approved the above six proposals, which needed to be submitted to the shareholders' meeting for deliberation. On August 16, Jiangyin Bank also simultaneously published the rules of procedure for shareholders' meetings, rules of procedure for board of directors, independent director system, detailed rules for implementation of cumulative voting system at shareholders' meetings, interim measures for equity management, and related party transaction management measures.
At Jiangyin Bank's 2025 semi-annual performance briefing on August 29, an investor asked how independent directors supervise the company's compliance with relevant laws, regulations, and regulatory requirements in terms of compliance management.
The relevant independent director responded: First, closely monitoring "key areas," with particular attention to compliance risks unique to rural commercial banks, such as related party transactions, credit approval, implementation of inclusive finance policies, and anti-money laundering, requiring management to provide detailed compliance review reports; Second, maintaining "two major channels," on one hand closely tracking regulatory policy developments, and on the other hand paying high attention to reports from internal audit and compliance departments to ensure the effectiveness and independence of the company's internal supervision mechanisms; Third, holding the last line of defense by exercising veto power or recommending postponement of voting on any proposals with compliance concerns during board voting.
Jiangyin Bank's financial reports show that as of the end of the first half of this year, the bank's related party loans to major shareholder enterprises totaled 4.781 billion yuan. From the end of 2022 to the end of 2024, the bank's related party loans to major shareholder enterprises were 1.228 billion yuan, 1.623 billion yuan, and 5.179 billion yuan, respectively.
In July this year, China Chengxin International Credit Rating Co., Ltd. issued Jiangyin Bank's 2025 tracking rating report, stating that challenges facing the bank include business operations and asset quality being susceptible to regional economic fluctuations, room for improvement in loan industry concentration, and downward pressure on asset quality caused by the macro environment.
Jiangyin Bank's Related Party Loans to Major Shareholder Enterprises in Recent Years (100 million yuan) Data Source: Jiangyin Bank Financial Reports
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