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CITIC Limited Board/Management Information 2015

Aug 3, 2015

49082_rns_2015-08-03_ce88fc7c-b3fe-4de6-9de4-55bbba70c8c7.pdf

Board/Management Information

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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.

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NEW APPOINTMENTS TO THE BOARD

The board of directors (the “Board”) of CITIC Limited (the “Company”) is pleased to announce the following appointments with effect from 3 August 2015:

(1) Appointment of Mr. Yang Xiaoping as a Non-executive Director; and

  • (2) Appointment of Mr. Noriharu Fujita as an Independent Non-executive Director.

The Board of the Company is pleased to announce the following appointments:

1. Appointment of Mr. Yang Xiaoping as a Non-executive Director

Mr. Yang Xiaoping (“Mr. Yang”) , aged 51, has been appointed as a Non-executive Director of the Company with effect from 3 August 2015.

Mr. Yang is currently the Vice Chairman of the CP Group, an Executive Director and the Vice Chairman of C.P. Lotus Corporation (listed on the Main Board of the Hong Kong Stock Exchange), CEO of CT Bright Holdings Limited, a Non-Executive Director of Ping An Insurance (Group) Company of China, Ltd. (listed on the Main Board of the Hong Kong Stock Exchange and the Shanghai Stock Exchange) and a Non-Executive Director of Tianjin Binhai Teda Logistics (Group) Corporation Limited (listed on the GEM Board of the Hong Kong Stock Exchange). Mr. Yang previously acted as the Manager of Nichiyo Co., Ltd for China Division and the Chief Representative of Nichiyo Co., Ltd, Beijing Office. He is also a Member of The

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Twelfth National Committee of Chinese People’s Political Consultative Conference, the Vice President of the China Institute for Rural Studies of Tsinghua University, a Director of China NGO Network for International Exchanges, the Vice President of Beijing Association of Enterprises with Foreign Investment and an Adviser of Foreign Investment to Beijing Municipal Government.

Mr. Yang obtained a Bachelor degree from Jiangxi Institute of Technology and has experience in overseas studies in Japan.

There is no service contract entered into between the Company and Mr. Yang. He has entered into a letter of appointment with the Company and pursuant to the Company’s articles of association, he will hold office only until the next following annual general meeting, or if earlier, the next following extraordinary general meeting of the Company and then will be eligible for re-election at such meeting. Thereafter, he will be subject to retirement by rotation and re-election in accordance with the Company’s articles of association. In respect of his appointment, Mr. Yang is entitled to receive a director’s fee of HK$380,000 per annum (on a pro rata basis), at the same rate as the other non-executive directors of the Company, which has been determined by the shareholders of the Company.

As at the date hereof, Mr. Yang does not have any interest in the ordinary shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance. Save as disclosed above, he does not have any relationships with any directors, senior management, substantial shareholders or controlling shareholders of the Company, and does not hold and has not held in the last three years any directorships in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas.

In relation to the appointment of Mr. Yang as a Non-executive Director of the Company, there is no information to be disclosed pursuant to any of the requirements of Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules nor are there other matters that need to be brought to the attention of the shareholders of the Company.

2. Appointment of Mr. Noriharu Fujita as an Independent Non-executive Director

Mr. Noriharu Fujita (“Mr. Fujita”) , aged 64, has been appointed as an Independent Non-executive Director of the Company with effect from 3 August 2015.

Mr. Fujita has established Fujita Noriharu Accounting Firm since July 2013. From April 1973 to May 1978, he performed audit engagements in Japanese accounting firms. From July 1980 to December 1988, he worked in Imperial Chemical Industries PLC and stationed in London and Tokyo office. From January 1989 to June 2007, Mr. Fujita was a partner of Ernst & Young, LLP Chicago and New York office. From July 2007 to June 2013, he was an executive partner of Ernst & Young ShinNihon, LLC and served as the JBS Global Services Leader. He retired in June 2013. He is a licensed Certified Public Accountant in both Japan and the United States. As an accounting professional, Mr. Fujita has extensive experience in accounting.

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Mr. Fujita graduated from Keio University with a Bachelor degree in Economics in March 1973. He also obtained a Master of Business Administration from the College of Business, University of Illinois at Urbana-Champaign in May 1980.

There is no service contract entered into between the Company and Mr. Fujita. He has entered into a letter of appointment with the Company and pursuant to the Company’s articles of association, he will hold office only until the next following annual general meeting, or if earlier, the next following extraordinary general meeting of the Company and then will be eligible for re-election at such meeting. Thereafter, he will be subject to retirement by rotation and re-election in accordance with the Company’s articles of association. In respect of his appointment, Mr. Fujita is entitled to receive a director’s fee of HK$380,000 per annum (on a pro rata basis), at the same rate as the other independent non-executive directors of the Company, which has been determined by the shareholders of the Company.

As at the date hereof, Mr. Fujita does not have any interest in the ordinary shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance. Save as disclosed above, he does not have any relationships with any directors, senior management, substantial shareholders or controlling shareholders of the Company, and does not hold and has not held in the last three years any directorships in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas.

In relation to the appointment of Mr. Fujita as an Independent Non-executive Director of the Company, there is no information to be disclosed pursuant to any of the requirements of Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules nor are there other matters that need to be brought to the attention of the shareholders of the Company.

The Board would like to extend its warmest welcome to Mr. Yang and Mr. Fujita.

By Order of the Board CITIC Limited Chang Zhenming Chairman

Hong Kong, 3 August 2015

As at the date of this announcement and immediately after the above appointment of directors, the executive directors of the Company are Mr Chang Zhenming (Chairman), Mr Wang Jiong and Mr Zhang Jijing; the non-executive directors of the Company are Mr Yu Zhensheng, Mr Yang Jinming, Ms Cao Pu, Mr Liu Zhongyuan, Mr Liu Yeqiao, and Mr Yang Xiaoping; and the independent non-executive directors of the Company are Mr Francis Siu Wai Keung, Dr Xu Jinwu, Mr Anthony Francis Neoh, Ms Lee Boo Jin and Mr Noriharu Fujita.

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