Shenzhen Investment : RESULTS OF THE EXTRAORDINARY GENERAL MEETING

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 Hong Kong with limited liability)

The Board is pleased to announce that the proposed ordinary resolutions approving the Acquisition Agreement and the Supplemental Acquisition Agreement and the transactions contemplated under each of them (including the allotment and issue of the Consideration Shares) and the Entrustment Agreements and the transactions contemplated under each of them (including the Non-exempt Continuing Connected Transactions, the AL Entrustment Annual Caps and the NFM Entrustment Annual Caps) were duly passed by the Independent Shareholders, and the proposed ordinary resolutions approving the re-election of Mr. GAO Shengyuan and Dr. WONG Yau Kar, David as Directors respectively were duly passed by the Shareholders, in each case, by way of poll at the EGM held on 29 May 2014.

Reference is made to the circular of the Company in relation to, among others, the Acquisition, the Non-exempt Continuing Connected Transactions and the re-election of retiring Directors (the "Circular") and the notice of the EGM issued by the Company (the "EGM Notice"), each dated
12 May 2014. Unless otherwise defined in this announcement, capitalised terms used in this announcement shall have the same meanings as those defined in the Circular.

The Board is pleased to announce that the proposed ordinary resolutions approving the Acquisition Agreement and the Supplemental Acquisition Agreement and the transactions contemplated under each of them (including the allotment and issue of the Consideration Shares) and the Entrustment Agreements and the transactions contemplated under each of them (including the Non-exempt Continuing Connected Transactions, the AL Entrustment Annual Caps and the NFM Entrustment Annual Caps) as set out in the EGM Notice were duly passed by the Independent Shareholders, and the proposed ordinary resolutions approving the re-election of Mr. GAO Shengyuan and Dr. WONG Yau Kar, David as Directors respectively as set out in the EGM Notice were duly passed by the Shareholders, in each case, by way of poll at the EGM held on 29 May 2014. The results of the voting at the EGM are as follow:
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Note: The full text of each of the ordinary resolutions (the "Resolutions") was set out in the EGM Notice.

As more than 50% of the votes were cast in favour of each of the Resolutions, the Resolutions were duly passed as ordinary resolutions of the Company.
As at the date of the EGM, the total number of Shares in issue was 5,381,363,705 Shares.
As stated in the Circular, the Vendor and its associates would abstain from voting on the resolutions to approve the Acquisition and the Non-exempt Continuing Connected Transactions (i.e. Resolution nos. 1 to 3 as described above) proposed at the EGM. As at the date of the EGM, the Vendor and its associates were beneficially interested in an aggregate of 3,260,164,941 Shares, representing approximately 60.58% of the shares of the Company in issue, and the aforesaid persons were required to abstain, and had abstained, from voting on Resolution nos. 1 to 3 at the EGM. Accordingly, the total number of Shares entitling the Shareholders to attend and vote for or against Resolution nos. 1 to 3 was 2,121,198,764 Shares.
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In respect of Resolution nos. 4 and 5, no Shareholders were required to abstain from voting. Accordingly, the total number of Shares entitling the Shareholders to attend and vote for or against Resolution nos. 4 and 5 were 5,381,363,705.
There was no Share the holder of which was required to abstain from voting in favour of Resolutions nos. 1 to 3 at the EGM and had indicated in the Circular to vote against any of such resolutions at the EGM. There was no Share entitling the holder thereof to attend and abstain from voting in favour of Resolutions nos. 4 and 5 at the EGM as set out in Rule 13.40 of the Listing Rules.
The Company's share registrar in Hong Kong, Tricor Standard Limited of Level 22, Hopewell
Centre, 183 Queen's Road East, Hong Kong, was appointed as the scrutineer at the EGM held on
29 May 2014 for the purpose of the vote-taking.
Completion is expected to take place on or before 30 June 2014. Further announcement will be made by the Company upon Completion.
By order of the Board of

Chairman

Hong Kong, 29 May 2014

As at the date of this announcement, the Board comprises 9 Directors, of which Mr. LU Hua, Mr. GAO Shengyuan, Mr. MOU Yong and Mr. LIU Chong are the executive Directors, Dr. WU Jiesi and Mr. HUANG Yige are the non-executive Directors and Mr. WU Wai Chung, Michael, Mr. LI Wai Keung and Dr. WONG Yau Kar, David are the independent non-executive Directors.

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