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AGM 2017

Oct 18, 2017

Operator

Hello, and welcome to the Alibaba Group 2017 Annual Shareholders Meeting. I now would like to turn the comments over to Chief Executive Officer, Daniel Zhang. Please go ahead.

Daniel Zhang
Director and CEO, Alibaba Group

Good evening and good morning, ladies and gentlemen. I'm Daniel Zhang, Director and Chief Executive Officer of Alibaba Group Holding Limited. I will be chairing today's meeting. On behalf of the Board of Directors and Management Team of Alibaba Group, I would like to welcome our shareholders and ADSs holders to our 2017 Annual General Meeting. I would like to say a word of thanks to our shareholders and ADSs holders. Thank you all for your continued support and trust to our company.

It has been a good year for Alibaba as we celebrate our 18th birthday. We have enjoyed significant growth across our entire business in the past years. Looking to the future, we will continue to follow our mission to make it easy to do business anywhere and continue to innovate and position ourselves for the success in the new digital economy. Now I would like to call the meeting to order. Tim Steinert, our General Counsel and Secretary, is appointed as Inspector of Elections and Secretary for this meeting.

I would like to delegate my authority to Tim to conduct the formal part of this meeting. After the formal business is completed, members of our management team will take questions. I will now turn it over to Tim.

Tim Steinert
General Counsel and Secretary, Alibaba Group

Thank you, Daniel. Welcome, everybody. Before we start, please make sure you've muted your phones, and please, no pictures or videos, except for our official cameramen while we're holding the meeting. Thank you.

We ask that everyone here with us today to kindly refrain from taking photos and videos. This meeting will be conducted primarily in English, although we will accept questions in Chinese at the end. Before proceeding with the formal business of today's meeting, I would like to note that we have published letters to shareholders from Jack Ma, our Chairman, and Daniel Zhang, our Chief Executive Officer.

We invite you to visit our website, www.alibabagroup.com, to read their letters. Let me introduce other members of our senior management team who are here with us today in person. Next to Daniel here is Maggie Wu, our CFO. Next to Maggie is Rob Lin, the Head of Investor Relations. Also present today are representatives of Citibank, the Depositary bank for American Depositary Receipts, representing our ordinary shares. Citibank is also the record holder of the ordinary shares underlying the ADSs.

PricewaterhouseCoopers. Where are they? Hi, guys. The company's independent accountants, Maples and Calder, our Cayman Islands counsel, and Simpson Thacher & Bartlett, our US counsel. We will first attend to the official business of the meeting. To ensure an orderly meeting, during the formal part of the meeting, we will not be taking questions that are not related to the items in the agenda. As the Chairman just mentioned, following the formal part of today's meeting, we will have a general question and answer session.

While the formal part of the meeting is going on, we ask that ordinary shareholders attending this meeting in person to pass any questions you may have about the agenda items to Dora Chan. Dora, please stand up so that they can see you. Thank you. Those of you who are attending this meeting online may submit your questions via our virtual shareholder meeting website at any time. Thank you in advance for your cooperation.

I have received confirmation of mailing from Computershare, the transfer agent for our ordinary shares, and Citibank, the depository bank for our ADSs, that notice of this meeting has been duly given, and that copies of the proxy statement and proxy cards or voting cards have been furnished to all holders of ordinary shares and ADSs of record as of the close of business on August 18th, 2017, New York Time.

A count of shares present, including those represented by ADSs before the commencement of this meeting, indicated that we have more than 2.469 billion shares represented in person or by proxy at this meeting. This total represents approximately 96% of the total shares entitled to vote as of the record date. As Inspector of Elections, I have determined that we have present in person or by proxy a sufficient number of shares to constitute a quorum.

Therefore, the meeting is duly convened, and we may proceed with the business of the meeting. All items submitted for vote at today's meeting will be decided by a poll. To our ordinary shareholders who are present at this meeting today, if you have turned in a proxy and do not intend to change your vote, then you do not need to vote again because we will count your proxy. If you did not turn in a proxy or wish to change your vote, you may vote by casting the ballots provided to you when you signed in.

To holders of our ADSs who are attending this meeting via our virtual meeting website pursuant to our Articles of Association and the Deposit Agreement governing the ADSs, you must vote through Citibank, the holder of record of the ordinary shares underlying the ADSs you hold. If you have provided your voting instructions to Citibank by the date indicated in the meeting notice, then your vote will be cast by Citibank at this meeting as you've instructed, and you will not be able to change your vote today.

If you have not provided your voting instructions to Citibank, you will not be able to vote today via the virtual meeting's website. In accordance with the terms of the Deposit Agreement for the ADSs, holders of approximately 431 million ADSs who did not provide timely voting instructions to Citibank were deemed to have instructed Citibank to give a discretionary proxy to Maggie Wu, who was designated by the company to vote shares represented by such unvoted ADSs in her discretion.

We will announce the voting results at the end of the formal meeting of part of the meeting. The polls for each matter to be voted on at this meeting are now open. We will collect the ballots after the voting on all the proposals is completed. First we'll vote, then we'll collect the ballot. The polls for each matter to be voted at this meeting are now open.

The first item of formal business is the election of three directors to serve as Group 3 Directors until our 2020 Annual General Meeting or until their successors are duly elected or appointed. The persons named in the proxy statement have been nominated for election by the respective nominating parties, as explained in the proxy statement. They are Jack Yun Ma, Masayoshi Son, and Walter Walter Teh Ming Kwauk . Is there a motion for the election of each of Jack Ma, Masayoshi Son, and Walter Kwauk as a Group 3 Director, as stated in the proxy statement?

Speaker 6

I so move.

Tim Steinert
General Counsel and Secretary, Alibaba Group

Thank you. Is there a second?

Speaker 6

I second.

Tim Steinert
General Counsel and Secretary, Alibaba Group

Thank you. The matter is now called for a vote. The proxy solicited by us will be voted as instructed by the shareholders or ADS holders completing and returning proxies or voting cards as applicable.

Maggie Wu, who holds a discretionary proxy for the 431 million unvoted ADSs, has indicated that she intends to vote all of the shares represented by such unvoted ADSs in favor of the election of each of the directors as proposed. Ordinary shareholders who wish to vote in person today should mark your ballot indicating the way you wish to vote. Are there any questions on this matter?

We have not received any questions on this matter. The next order of business is to ratify the appointment of PricewaterhouseCoopers as our independent registered public accounting firm for the first fiscal year ending March 31, 2018. Is there a motion to ratify PricewaterhouseCoopers as our independent registered public accounting firm for the fiscal year ending March 31, 2018?

Speaker 6

I so move.

Tim Steinert
General Counsel and Secretary, Alibaba Group

Thank you . Is there a second?

Speaker 6

I second.

Tim Steinert
General Counsel and Secretary, Alibaba Group

Thank you. The matter is now called for a vote. The proxy solicited by us will be voted as instructed by the shareholders or ADS holders completing and returning proxies or voting cards as applicable. Maggie Wu, who holds a discretionary proxy for the 431 million unvoted ADSs, has indicated that she intends to vote all of the shares represented by such unvoted ADSs in favor of this proposal.

Ordinary shareholders present who wish to vote in person today should mark your ballot indicating the way you wish to vote. Are there any questions on this matter? We have not received any questions on this second matter. To our ordinary shareholders who are present today at this meeting, if you intend to vote in person or change your previously submitted proxy at the meeting today and have not already done so, please pass your ballot now to Dora Chan in order for it to be counted.

We will not accept ballots, proxies or votes or any changes or revocations submitted after the closing of the poll. Does anyone have anymore? The polls for each matter to be voted on at this meeting are now closed. No additional ballots, proxies, or votes, and no changes or revocations will be accepted. Computershare, our transfer agent, is now counting the votes. The results will be reported shortly. Let's take a break, a short break while we wait. Yep. Okay. Welcome back, everybody. I'm pleased to announce the results of our votes.

First of all, on the election of directors, for Jack Ma, approximately 2.224 billion votes were for, that's about 90%, 90.09%. 237 million against, about 9.6%. Six million abstained, less than 1%. Total votes represented at the meeting were, as I said earlier, is about 2.469 billion. On the election of Masayoshi Son, approximately 2.163 billion or 87.6% for, 301 million or 12.2% against, and four million or 0.1% abstained.

For the election of Walter Kwauk, approximately 2.385 billion or 96.5% for, 81 million or 3.3% against, and almost three million abstaining . Regarding the ratification of the appointment of PricewaterhouseCoopers as Alibaba Group's independent registered public accounting firm for the fiscal year ending March 31, 2018, there were approximately 2.465 billion or 99.8% for, three million or 0.1% against, and under one million abstaining.

Based on the voting results, I declare that each of Jack Ma, Masayoshi Son, and Walter Kwauk has been elected as a Group 3 Director to serve until our 2020 annual general meeting or until their successors are duly elected or appointed. The appointment of PricewaterhouseCoopers as Alibaba Group's independent registered public accounting firm for the fiscal year ending March 31, 2018, has been ratified.

The final results of voting will be disclosed in a current report on Form 6-K that we will file with the SEC shortly after this meeting. This concludes the formal business of the meeting. There being no further business to be conducted at this meeting, may I have a motion to adjourn the formal portion of the 2017 Annual General Meeting? We will proceed with the question and answer session.

Speaker 6

I so move.

Tim Steinert
General Counsel and Secretary, Alibaba Group

Thank you.

Is there a second?

Speaker 6

I second.

Tim Steinert
General Counsel and Secretary, Alibaba Group

Thank you. There being no objection, the formal part of our 2017 Annual General Meeting of shareholders is adjourned. Before we start the Q&A session, I would like to note that you can find more information about our company on our website, www.alibabagroup.com, including our quarterly results, our annual report, as well as information pre-presented at our annual investor day. I will now turn the mic over to Rob Lin for him to moderate the question and answer session.

Rob Lin
Head of Investor Relations, Alibaba Group

Thank you, Tim. Before we get started, please know that today's Q&A session may include forward-looking statements that are not historical in nature, and refer to future events or our future financial performance, which are subject to risks and uncertainties. Such forward-looking statements are based upon information available to us as of today's meeting, and our actual results may differ materially due to a number of factors and risks. Please refer to our filings with the SEC for a detailed discussion of those risks.

Except as required by law, we assume no obligation to update any forward-looking statements we may make here today. Please also know, before our upcoming announcement of our earnings result for the September quarter are announced, we will not be in the position to address any questions or comments relating to our financials or operating performance.

In addition, while we will do our best to address all questions received, we may not be able to address each of them today due to time constraints. We have budgeted approximately 50 minutes to answer the general question at this meeting. With that, I'm gonna open the mic for question to the audience present at the meeting right now at the floor. If we don't, I'm gonna go to the online portion of this questions. First, this is for Maggie. Would the company consider paying dividends in the future?

Maggie Wu
CFO, Alibaba Group

Yeah. Okay. Just as we have disclosed publicly, we have never declared nor paid any cash dividends in the past. We currently do not have any plan to pay cash dividends in foreseeable future. Since we see this great potential of the business, so we're gonna intend to retain most, if not all, of our available funds and any future earnings to operate and extend our business. Any future determination to pay dividends will be made at the discretion of our board of directors.

Speaker 7

[Non-Engish content]

Maggie Wu
CFO, Alibaba Group

Yeah. Thank you.

Rob Lin
Head of Investor Relations, Alibaba Group

Our second question, this is for Daniel. What is the progress of the Five New that we've talked about last year? How do we think about the Five New over the next 3-5 years?

Speaker 7

Thank you. As most of the individuals attending the live meeting are Chinese speakers, I'll do this in Chinese. The Five New Strategy is a strategy that we articulated last year, and it's a long-term strategy for the next 10, 20 years or longer.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

We believe that in the digital economy era, all kinds of commercial infrastructure, including digital infrastructure, financial infrastructure, cloud computing, big data and others will be an important kind of new infrastructure that will create value at Alibaba intends to create value for its customers in these five areas.

Daniel Zhang
Director and CEO, Alibaba Group

[Non- Engish content]

Speaker 7

This goes back to the original vision and purpose that we had when we established Alibaba as a company. We talked about making it easy to do business anywhere. We're continuing with that philosophy, but instilling in it new content.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

All of the strategies that Alibaba as a company is currently pursuing around our core commerce platforms with the new retail, around finance and payments, around logistics with Cainiao, around cloud computing, and around big data. In all of these areas, we're pushing ahead with this Five New Strategy. It should be said that over the past year or so, we've already achieved extremely rapid development on all these fronts.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

We will continue to push ahead with the execution of these strategies and to ensure that in the digital economy era, we are empowering and enabling our customers as companies to digitalize themselves and embrace the opportunities.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

Thank you.

Rob Lin
Head of Investor Relations, Alibaba Group

Okay. Our next question should be for Maggie. Are there any plans for stock split?

Speaker 7

[Non-English content]

Maggie Wu
CFO, Alibaba Group

[Non-English content]

Speaker 7

At present, we do not have any plan to conduct a stock split in the foreseeable future. In the event that the board of directors determines that a stock split should be executed in the future, then at that juncture, we will follow the regular procedure and make that information available in due course.

Rob Lin
Head of Investor Relations, Alibaba Group

Okay. I guess our next question is for Daniel to address. What is our strategy for growing the business in Southeast Asia?

Speaker 7

[Non-English content]

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

Well, first of all, our globalization strategy is one that we have set and are committed to in the long term and are executing on. As we said before, 20 years from now, our target is to be serving two billion consumers. In order to hit that target, obviously we need to go global.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

Southeast Asia is a very important market for us and the first stop on Alibaba's journey of going global. Following our acquisition of the Southeast Asian e-commerce platform Lazada, our business there is developing rapidly.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

Looking in the aggregate at the six countries served by Lazada, they have total population of some 550 million people. These are young populations, young people who are going directly wireless, there's huge potential.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

We will continue to enhance our investment in the region to take full opportunity of the huge opportunities and potential offered by the Southeast Asian market and to succeed in this market.

Daniel Zhang
Director and CEO, Alibaba Group

[Non-English content]

Speaker 7

Thank you.

Rob Lin
Head of Investor Relations, Alibaba Group

Thank you, Daniel. That was the last question of today's meeting.

Speaker 7

[Non-English content]

Daniel Zhang
Director and CEO, Alibaba Group

Thank you. Thank you all. This concludes Alibaba Group's 2017 Annual General Meetings of Shareholders. Thank you again for attending this meeting, and we look forward to your continued support. Thank you.

Speaker 7

[Non-English content]

Operator

Thank you. The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.

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