China Rongsheng Heavy : Announcements and Notices - Poll Results of Annual General Meeting Held on 21 May 2014 and Retirement and Appointment of independent Non-executive Director

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中國熔盛重工集團控股有限公司

(Incorporated in the Cayman Islands with limited liability)

At the annual general meeting of China Rongsheng Heavy Industries Group Holdings Limited (the "Company") held on 21 May 2014 (the "2014 AGM"), a poll was demanded by the chairman of the 2014 AGM for voting on all the proposed resolutions as set out in the notice of 2014 AGM of the Company dated 16 April 2014 (the "Resolutions"). Computershare Hong Kong Investor Services Limited, the Company's share registrar in Hong Kong, was appointed as the scrutineers for the vote-taking at the 2014 AGM.
The board (the "Board") of directors of the Company (the "Directors") is pleased to announce that all the Resolutions were duly passed as ordinary resolutions at the 2014 AGM through voting by way of poll. The poll results in respect of the Resolutions are as follows:

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As at the date of the 2014 AGM, the issued share capital of the Company comprised
7,000,000,000 shares, which was the total number of shares entitling the holders to attend and vote on the Resolutions at the 2014 AGM. There were no restrictions on any shareholders casting votes on any of the Resolutions at the 2014 AGM.

The Board further announces that Mr. Tsang Hing Lun ("Mr. Tsang") has retired as an independent non-executive Director pursuant to the Company's amended and restated articles of association with effect from the conclusion of the 2014 AGM.
Upon his retirement as an independent non-executive Director, Mr. Tsang also ceased to be the chairman of the audit committee and a member of each of the finance and investment committee and the remuneration committee of the Company, all with effect from the conclusion of the 2014 AGM. Mr. Tsang has confirmed that he has no disagreement with the Board and there is no matter regarding his retirement that needs to be brought to the attention of the shareholders of the Company.
The Board would like to express its gratitude to Mr. Tsang for his valuable contribution to the
Company during his tenure of office.

The Board also announces that Ms. Zhou Zhan ("Ms. Zhou") has been appointed as an independent non-executive Director and the chairman of the audit committee and a member of each of the finance and investment committee and the remuneration committee of the Company, all with effect from the conclusion of the 2014 AGM.
Ms. Zhou, aged 52, is currently a partner at Beijing Promise Certified Public Accountants
General Partnership (北京京重信會計師事務所). She participated in founding Sino-Reality

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Certified Public Accountants (華實會計師事務所) in 1997, where she served as a partner
from 1997 to 2013. Ms. Zhou has more than 30 years of experience in auditing, accounting and taxation. Ms. Zhou holds Certified Public Accountant and Certified Public Tax Advisor
qualifications in China. She graduated from Zhongnan University of Economics and Law (中

南財經政法大學) with a bachelor's degree in economics in 1983.

Ms. Zhou entered into an appointment letter with the Company for a term of three years commencing on 21 May 2014. Under the appointment letter, the total amount of director's emoluments payable to Ms. Zhou is HK$480,000 per annum, which was determined with reference to her experience, qualifications, duties and responsibilities in the Company, as well as current market conditions. In accordance with the amended and restated articles of association of the Company, Ms. Zhou will hold office until the next annual general meeting of the Company and is eligible for re-election at that meeting.
Save as disclosed above, Ms. Zhou: (1) does not have any interests in shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); (2) has not held any other positions in the Company or any of its subsidiaries; (3) has not been a director of any public company (the securities of which are listed on any securities market in Hong Kong or overseas) in the last three years; (4) does not have any other major appointments and professional qualifications; (5) does not have any relationship with any director, senior management or substantial or controlling shareholder of the Company; (6) there is no other information relating to Ms. Zhou that needs to be disclosed pursuant to paragraphs (h) to (v) of Rule 13.51(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited; and (7) there is no other matter that needs to be brought to the attention of the shareholders of the Company.
The Board would like to take this opportunity to welcome Ms. Zhou for joining the Company as an independent non-executive Director.

By Order of the Board

China Rongsheng Heavy Industries

Group Holdings Limited

LEE Man Yee

Company Secretary

Hong Kong, 21 May 2014

As at the date of this announcement, the directors of the Company are: Executive directors:

Mr. CHEN Qiang (Chairman), Mr. WU Zhen Guo, Mr. HONG Liang, Mr. Sean S J WANG, Mr. WANG Tao, Mr. WEI A Ning and Ms. ZHU Wen Hua;

Independent non-executive directors:

Mr. XIA Da Wei, Mr. HU Wei Ping, Mr. WANG Jin Lian and Ms. ZHOU Zhan.

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