E144123A_Chun Wo 1..3

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in Bermuda with limited liability)

(Stock Code: 00711)

POLL RESULTS OF THE SPECIAL GENERAL MEETING HELD ON 19 DECEMBER 2014

The Board is pleased to announce that all the resolutions as set out in the SGM Notice were duly passed by the Independent Shareholders and the Shareholders (as the case may be) attending and eligible to vote by way of poll at the SGM held on Friday, 19 December
2014.
Reference is made to the circular (the ''Circular'') and the notice of SGM (the ''SGM Notice'') of Chun Wo Development Holdings Limited (the ''Company'') both dated 26
November 2014 in relation to, among other things, the Subscription Agreement, the Share Premium Reduction, the Distribution In Specie, the Bond Extension, the GT Winners Loan, the proposed Increase in Authorised Share Capital, and the respective transactions contemplated thereunder, including the issue of the Convertible Bonds and the allotment and issue of the Subscription Shares and the Conversion Shares under the Specific Mandate. Unless otherwise stated, capitalized terms used herein shall have the same meanings as those defined in the Circular.
POLL RESULTS OF THE SGM
The Board is pleased to announce that all the resolutions as set out in the SGM Notice were duly passed by the Independent Shareholders and the Shareholders (as the case may be) attending and eligible to vote by way of poll at the SGM held on Friday, 19 December 2014.

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The poll results in respect of the resolutions were as follows:

Note: The full texts of each resolution referred to above were set out in the SGM Notice.

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As at the date of the SGM, the total number of Shares in issue was 1,092,029,576 Shares. The Offeror, the Vendor, their respective associates and parties acting in concert with any of them (which in aggregate, held 633,929,759 Shares, representing approximately 58.05% of the total issued share capital of the Company as at the date of the SGM were required and had abstained from voting on the above resolutions 1, 2, 3, 4 and 6 at the SGM. According, the total number of Shares entitling the Independent Shareholders to attend and vote for or against the said resolutions at the SGM was 458,099,817 Shares.
The total number of Shares entitling the Shareholders to attend and vote for or against the above resolution 5 at the SGM was 1,092,029,576 Shares. No Shareholder was required to abstain from voting on resolution 5 at the SGM.
There were no Shares entitling the Shareholders to attend and abstain from voting in favour of the resolutions at the SGM as set out in Rule 13.40 of the Listing Rules and none of the Shareholders have stated their intention in the Circular to vote against the resolutions at the SGM.
Tricor Secretaries Limited, the Hong Kong Branch Share Registrar of the Company, was appointed as the scrutineer at the SGM for the purpose of vote-taking.
WARNING: THE PRIVATECO OFFER AND THE LISTCO OFFERS ARE A POSSIBILITY ONLY. AS THE PRIVATECO OFFER AND THE LISTCO OFFERS WILL ONLY BE MADE AFTER COMPLETION OF THE DISTRIBUTION IN SPECIE, THE SALE AND PURCHASE COMPLETION AND THE SUBSCRIPTION COMPLETION RESPECTIVELY, WHICH ARE SUBJECT TO A NUMBER OF CONDITIONS, EACH OF THE PRIVATECO OFFER AND THE LISTCO OFFERS MAY OR MAY NOT PROCEED. SHAREHOLDERS, OPTIONHOLDERS AND POTENTIAL INVESTORS ARE THEREFORE ADVISED TO EXERCISE CAUTION WHEN DEALING IN THE SECURITIES OF THE COMPANY.
By Order of the Board Pang Yat Ting, Dominic Chairman
Hong Kong, 19 December 2014
As at the date of this announcement, the executive directors of the Company are Mr. Pang Yat Ting, Dominic, Mr. Pang Yat Bond, Derrick, Mr. Kwok Yuk Chiu, Clement and Madam Li Wai Hang, Christina and the independent non-executive directors of the Company are Mr. Au Son Yiu, Mr. Chan Chiu Ying, Alec, Mr. Hui Chiu Chung, Stephen JP and Mr. Lee Shing See GBS, OBE, JP.
The directors of the Company jointly and severally accept full responsibility for accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

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