CMON Limited — Capital/Financing Update 2016

Feb 18, 2016

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.

瀋陽公用發展股份有限公司 Shenyang Public Utility Holdings Company Limited

(a joint stock limited company incorporated in the People’s Republic of China)

(Stock code: 747)

VOLUNTARY ANNOUNCEMENT FORMATION OF JOINT VENTURE

This announcement is made by the Company on a voluntary basis.

The Board is pleased to announce that on 4 February 2016, Shenzhen Tonghe Chuangjian Investment Development Company Limited* 深圳市同合創建投資發展有限責任公司 (“ Shenzhen Tonghe Chuangjian ”), the wholly-owned subsidiary of the Company and Shenzhen Galaxy Real Estate Development Company Limited* (“ Shenzhen Galaxy Real Estate ”) 深圳市星河房地產開發有限公司 has jointly established a joint venture in the PRC (the “ Joint Venture ”).

To the best of the Directors’ knowledge, information and belief and having made all reasonable enquiries, Shenzhen Galaxy Real Estate is an third party independent of the Company and its connected persons (as defined in Chapter 14A of the Listing Rules). The details of the Joint Venture are set out below:

Name of the Joint Venture : Shenzhen Xingma Hongyun Real Estate Development Co., Ltd* 深圳市星馬鴻運房地產開發有限公司 Registered Capital of the : RMB10,000,000 Joint Venture

• Capital Contribution by : (1) RMB4,000,000 to be contributed by Shenzhen Tonghe the parties to the Joint Chuangjian, representing 40% of the registered capital Venture of the Joint Venture; and

  • (2) RMB6,000,000 to be contributed by Shenzhen Galaxy Real Estate, representing 60% of the registered capital of the Joint Venture

The aforesaid registered capital and capital contribution are determined after arm’s length negotiation between Shenzhen Tonghe Chuangjian and Shenzhen Galaxy Real Estate.

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Board Composition of the : The board of directors of the Joint Venture will comprise Joint Venture three members, of which Shenzhen Tonghe Chuangjian is entitled to nominate one director and Shenzhen Galaxy Real Estate is entitled to nominate two directors. Business Scope of the : Engaged in real estate development and operation in Joint Venture the area with legally land use rights

INFORMATION ON SHENZHEN GALAXY REAL ESTATE

Shenzhen Galaxy Real Estate is a limited liability company established in Shenzhen, the PRC. Its controlling shareholder is Shenzhen Galaxy Investment Company Limited* 深圳星河投 資有限公司. Shenzhen Galaxy Real Estate mainly engaged in domestic commerce, materials supply and marketing industry (excluding franchise, the control and monopoly of goods); industrial investment (excluding restricted projects); real estate development and operation in the area with legally land use rights. It has extensive experience in the property development, construction, management and operations in the PRC.

REASONS FOR AND BENEFITS OF FORMATION OF JOINT VENTURE

As at the date of this announcement, the Group is principally engaged in infrastructure and construction business in the PRC.

Shenzhen Galaxy Real Estate is renowned real estate development company in Shenzhen. It has developed a number of outstanding projects including COCOPark, the first domestic scene leisure shopping center in Shenzhen, “Galaxia Third Space 星河第三空間”, a high ended shopping mall for home furnishing with more than 140 international brands, “Ritz-Carlton” in Shenzhen Futian,, a luxury hotel icon, “Galaxy Development Center 星河發展中心”, a high ended commercial property development project and “Galaxy Dante 星河丹堤”, “Galaxy International 星河國際” and “Galaxy Kingdom 星河盛世”, medium- to large-scale property projects under “Galaxy” brand.

The establishment of the Joint Venture is to introduce the advantages of strategic capital and leverage the management experience through cooperating with the well-known local real estate enterprises. It also represents an opportunity to further strengthen the Company’s business development in the PRC which is in line with the Company’s long term strategic prospects. Taking into account the benefits of the formation of Joint Venture, the Directors are of the view that it is in the interest of the Group and the Shareholders as a whole.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following expressions shall have the following respective meanings.

“Board” the board of Directors “Company” Shenyang Public Utility Holdings Company Limited “Connected person(s)” has the same meaning ascribed to it in the Listing Rules

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“Director(s)”	means the directors of the Company
“Domestic Share(s)”	domestic share(s) with a nominal value of RMB1 each in the
	share capital of the Company which are subscribed for in
	RMB
“Group”	the Company and its subsidiaries
“Hong Kong”	the Hong Kong Special Administrative Region of the
	People’s Republic of China
“H-Share(s)”	overseas listed foreign ordinary share(s) in share capital of
	the Company, with a nominal value of RMB1 each, all of
	which are listed on the main board of the Stock Exchange,
	and subscribed for and traded in Hong Kong dollars
“Listing Rules”	the Rules Governing the Listing of Securities on the Stock
	Exchange
“PRC”	the People’s Republic of China
“Share(s)”	H-Share(s) and Domestic Share(s)
“Shareholder(s)”	holder(s) of the Shares
“Stock Exchange”	The Stock Exchange of Hong Kong Limited
“RMB”	Renminbi, the lawful currency of the PRC
“%”	per cent
	By Order of the Board
	Shenyang Public Utility Holdings Company Limited
	Zhang Jing Ming
	Chairman

• For identification purpose only

Shenyang, the PRC, 18 February 2016

As at the date of this announcement, the executive directors of the Company are Mr. Zhang Jing Ming, Mr. Deng Xiao Gang and Mr. Huang Zhen Kun, the non-executive directors are Mr. Yin Zong Chen and Ms. Li Yu Xiang and the independent non-executive directors are Mr. Chan Ming Sun Jonathan, Mr. He Qing Jia and Mr. Yu Guan Jian.

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