China Merchants Bank : ·Announcement on Delay in Responding to the Feedback Opinions of CSRC

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招商銀行股份有限公司

CHINA MERCHANTS BANK CO., LTD.

(A joint stock company incorporated in the People's Republic of China with limited liability)

(Stock code: 03968) Announcement on Delay in Responding to the Feedback Opinions of CSRC

Reference is made to the Indicative Announcement Regarding Important Notice from a Shareholder, and the Indicative Announcement Regarding Disclosure of Acquisition Report (Summary) by Shareholder(s) and Summary of Acquisition Report published by China Merchants Bank Co., Ltd. (hereinafter called the "Company") on 29 February 2016.

China Merchants Steam Navigation Co. Ltd. (hereinafter called "CMSN"), a shareholder of the Company, has submitted to China Securities Regulatory Commission (hereinafter called "CSRC") the documents relating to its application for a waiver of the general offer obligation. On 14 March 2016, CMSN received the Notice regarding the First Feedback Opinions on Projects under Examination for Administrative Permission from CSRC (No. 160420) (中國證監會行政許可項目 審查一次反饋意見通知書 (160420號)) (hereinafter called the "Feedback Opinions"), requesting it to provide a written statement and explanation on issues raised, and to submit its written response to the administrative permission division of CSRC within 30 working days thereof.

Upon receipt of the Feedback Opinions, CMSN immediately met with the intermediaries to discuss and analyse the Feedback Opinions, and organised a dedicated team to prepare a response to the Feedback Opinions. As additional time is required to compile supplementary materials and finalise the responses relevant to the Feedback Opinions, CMSN has submitted to CSRC an Application for Extension in Responding to the First Feedback Opinions of CSRC on 22 April 2016, requesting for its permission for CMSN to postpone its response to the Feedback Opinions to 8 June 2016.

The Ministry of Commerce of the PRC has passed the inspection of matters on the concentration of undertakings involved in the merger of SINOTRANS & CSC Holdings Corporation Limited (hereinafter called "SINOTRANS & CSC") in its entirety into China Merchants Group Limited (hereinafter called "China Merchants Group") at nil consideration procured by the State-owned Assets Supervision and Administration Commission of the State Council on 24 March 2016. The Anti-Monopoly Bureau of the Ministry of Commerce has issued a Notification of Inspection Results (Shang Fan Long Duan Shen Cha Han [2016] No.20) (商反壟斷審查函[2016]第20號), indicating that it will not prohibit the absorption and merger of SINOTRANS & CSC by China Merchants Group Limited, and the concentration of undertakings shall be effective immediately on

the date indicated. CMSN will fulfil its information disclosure obligation and submit the relevant documents to CSRC in a timely manner once the materials needed for responding to the Feedback Opinions are all available. The waiver for the general offer obligation of CMSN is subject to the approval of CSRC. The changes in shareholding by the substantial shareholders in relation to the acquisition is subject to the approval of the China Banking Regulatory Commission. There are uncertainties as to whether the aforesaid approval/examination procedures can be completed before the prescribed timeframe, and the Acquisition must not proceed until such procedures are completed.

According to the status of development of the relevant matters, the Company will fulfil its information disclosure obligation pursuant to rules and regulations in a timely manner.

By Order of the Board

China Merchants Bank Co., Ltd. Xu Shiqing Seng Sze Ka Mee Natalia

Joint Company Secretaries

22 April 2016

As at the date of this announcement, the executive directors of the Company are Tian Huiyu and Li Hao; the non-executive directors of the Company are Li Jianhong, Ma Zehua, Li Xiaopeng, Li Yinquan, Sun Yueying, Fu Gangfeng, Hong Xiaoyuan and Su Min; and the independent non-executive directors of the Company are Leung Kam Chung, Antony, Wong Kwai Lam, Pan Chengwei, Pan Yingli, Guo Xuemeng and Zhao Jun.