Central Development Holdings Limited — Declaration of Voting Results & Voting Rights Announcements 2012

Aug 17, 2012

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.

ZHONG FA ZHAN HOLDINGS LIMITED 中 發 展 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 475)

POLL RESULTS OF ANNUAL GENERAL MEETING HELD ON 17 AUGUST 2012

The board of directors (the ‘‘Board’’) of Zhong Fa Zhan Holdings Limited (the ‘‘Company’’) is pleased to announce that at the annual general meeting of the Company held on Friday, 17 August 2012 (the ‘‘AGM’’) all resolutions proposed (the ‘‘Resolutions’’) were duly passed by the shareholders of the Company by way of poll. The poll results are set out as follows:

			Number of Votes (%)	Number of Votes (%)	Number of Votes (%)
RESOLUTIONS			Number of Votes (%)
			FOR	AGAINST
1.	Toreceiveandconsidertheauditedconsolidatedfinancial statements and the reports of the directorsand the auditors for the year ended 31 March 2012.		204,730,000(100%)	0(0%)
2A.	To re-elect the following directors of the Company:
	a.	Mr. Wu Hao	204,730,000(100%)	0(0%)
	b.	Mr. Hu Yangjun	204,730,000(100%)	0(0%)
	c.	Mr. Hu Yishi	204,730,000(100%)	0(0%)
	d.	Mr. Chan Wing Yuen, Hubert	204,730,000(100%)	0(0%)
	e.	Mr. Li Wei Qi, Jacky	204,730,000(100%)	0(0%)
	f.	Mr. Wu Chi Keung	204,730,000(100%)	0(0%)
	g.	Mr. Heung Chee Hang, Eric	204,730,000(100%)	0(0%)
	h.	Ms. Kwok Pui Ha	204,730,000(100%)	0(0%)

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RESOLUTIONS	RESOLUTIONS	Number of Votes (%)	Number of Votes (%)	Number of Votes (%)
		Number of Votes (%)
		FOR	AGAINST
2B.	ToauthorizetheBoardtofixthedirectors’remuneration.	204,730,000(100%)	0(0%)
3.	To appoint auditors and to authorize the Board to fixtheir remuneration.	204,730,000(100%)	0(0%)
4A.	To give a general mandate to the directors to issue andallot shares not exceeding 20% of the issued sharecapital of the Company.	204,730,000(100%)	0(0%)
4B.	TogiveageneralmandatetothedirectorstorepurchasetheCompany’sownsharesofnotexceeding 10% of the issued share capital of theCompany.	204,730,000(100%)	0(0%)
4C.	To extend the mandate granted under resolution 4A byincluding nominal amount of the shares repurchased bythe Company pursuant to resolution 4B.	204,730,000(100%)	0(0%)

As more than 50% of the votes were cast in favor of each of the resolutions 1 to 4, all the Resolutions were duly passed at the AGM.

As at the date of the AGM, the number of issued shares of the Company was 273,610,000 shares, which was the total number of shares entitling the holders to attend and vote for or against the Resolutions at the AGM. There were no shares entitling the holders to attend and vote only against any of the Resolutions at the AGM. No person was required to vote against or to abstain from voting on any of the Resolutions put to vote at the AGM.

Tricor Investor Services Limited, the Hong Kong branch share registrar and transfer office of the Company, was appointed by the Company as the scrutineer for the vote-taking at the AGM.

By Order of the Board ZHONG FA ZHAN HOLDINGS LIMITED Chan Wing Yuen, Hubert Chief Executive & Executive Director

Hong Kong, 17 August 2012

As at the date of this announcement, the Board consists of four executive Directors, namely Mr. Wu Hao, Mr. Hu Yangjun, Mr. Hu Yishi and Mr. Chan Wing Yuen, Hubert; a non-executive Director, namely Mr. Li Wei Qi, Jacky; and three independent non-executive Directors, namely Mr. Wu Chi Keung, Mr. Heung Chee Hang, Eric and Ms. Kwok Pui Ha.

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