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HEnGDELI Hengdeli Holdings Limited tt Jt!lflfl *WJ

(incorporated in the Cayman lslands with limited liability)

(Stock Code: 3389)

VOTING RESULTS OF ANNUAL GENERAL MEETING HELD ON 16 MAY 2014

The Board is pieased to announce that all the resoiutions set out in the Notice were duiy passed by the Sharehoiders by way of poll at the Annuai Generai Meeting heid on 16 May 2014.
Reference is made to the circuiar (the "Circular") of the Company and notice (the "Notice") of the Annuai Generai Meeting both dated 3 Aprii 2014. Uniess the context otherwise required, terms used in this announcement shall have the same meanings as defined in the Circuiar.
RESULTS OF THE ANNUAL GENERAL MEETING
The Board is pieased to announce that at the Annuai Generai Meeting heid on 16 May 2014, all resoiutions proposed at the Annuai Generai Meeting as set out in the Notice were duiy passed by the
Sharehoiders as ordinary resoiutions by way of poll. The poll results are as follows:

Ordinary Resolutions ( Note)

Number of Votes (%)

Ordinary Resolutions ( Note)

For

Against

l.

To receive and consider the audited financiai statements and the report of directors and auditors for the year ended 31

December 2013

3,286,771,814 (100%)

o

(0%)

2.

To declare a finai dividend for the year ended 31 December

2013

3,286,771,814 (100%)

o

(0%)

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Ordinary Resolutions (Note)

Number of Votes (%)

Ordinary Resolutions (Note)

For Against

3.

(a)

To re-elect Zhang Yuping as director and authorise the

Board of Directors to fix his remuneration

2,965,931,351 (94.59%)

169,710,063 (5.41%)

3.

(b)

To re-elect Shi Zhongyang as director and authorise the Board of Directors to fix his remuneration

3,074,254,924 (98.13%)

58,562,800 (1.87%)

3.

(c)

To re-elect Cai Jianmin as director and authorise the

Board of Directors to fix his remuneration

3,283,948,124 (100%)

0 (0%)

3.

(d)

To re-elect Wong Kam Fai, William as director and authorise the Board of Directors to fix his remuneration

3,283,948,124 (100%)

0 (0%)

3.

(e)

To re-elect Liu Xueling as director and authorise the

Board of Directors to fix his remuneration

3,283,948,124 (100%)

0 (0%)

4.

To re-appoint KPMG as auditors and authorise the Board of

Directors to fix their remuneration

3,286,771,814 (100%)

0 (0%)

5.

To pass the Ordinary Resolution No. 5A set out in the

Notice

2,579,265,975 (78.47%)

707,505,839 (21.53%)

5.

To pass the Ordinary Resolution No. 5B set out in the

Notice

3,132,817,724 (100%)

0 (0%)

6.

To pass the Ordinary Resolution No. 6 set out in the Notice

2,419,611,885 (77.16%)

716,029,529 (22.84%)


Note: Please refer to the Notice contained in the Circular for full text of the Resolutions

As at the date of the Annual General Meeting, the total number of issued Shares was 4,799,130,959

Shares, which was the total number of Shares entitling the Shareholders to attend and vote on the resolutions at the Annual General Meeting. There were no Shares entitling the holder to attend the Annual General Meeting and abstain from voting in favour as set out in Rule 13.40 of the Listing Rules and no Shareholders that are required under the Listing Rules to abstain from voting.

The Company's share registrar, Computershare Hong Kong Investor Services Limited, was appointed as the scrutineer at the Annual General Meeting for the purpose of vote-taking.

By Order of the Board HENGDELI HOLDINGS LIMITED Zhang Yuping

Chairman

Hong Kong, 16 May 2014

As at the date hereof, the Executive Directors of the Company are Mr. Zhang Yuping (chairman), Mr. Huang Yonghua and Mr. Lee Shu Chung Stan, the Non-executive Director is Mr. Shi Zhongyang, the Independent Non-executive Directors are Mr. Cai Jianmin, Mr. Wong Kam Fai William and Mr. Liu Xueling.

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