COSCO SHIPPING Development Co., Ltd. — Capital/Financing Update 2012

Aug 29, 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.

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(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock code: 02866)

CONNECTED TRANSACTION: ESTABLISHMENT OF A JOINT VENTURE COMPANY

The Board is pleased to announce that on 29 August 2012, CSCL HK, the wholly-owned subsidiary of the Company entered into the Joint Venture Agreement with CSD HK and CS Regional Holdings for the establishment of CS Petroleum Company in Singapore.

The total registered capital of CS Petroleum Company is proposed to be US$5,000,000 (equivalent to approximately RMB31,695,500), out of which 91% shall be contributed by CSCL HK (i.e. US$4,550,000) (equivalent to approximately RMB28,842,905), 5% shall be contributed by CSD HK (i.e. US$250,000) (equivalent to approximately RMB1,584,775) and 4% shall be contributed by CS Regional Holdings (i.e. US$200,000) (equivalent to approximately RMB1,267,820). Such capital contributions shall be made in cash and in one tranche by the JV Partners within one month after completion of incorporation registration of CS Petroleum Company. Upon its establishment, the equity interests in CS Petroleum Company will be owned by the JV Partners proportionally according to their respective contributions mentioned above.

As at the date of this announcement, CSCL HK is a wholly-owned subsidiary of the Company and China Shipping is the controlling shareholder of the Company. CSD HK is a wholly-owned subsidiary of CSDC, which in turn is a 30%-controlled company held by China Shipping. CS Regional Holdings is a wholly-owned subsidiary of China Shipping. Therefore, CSD HK and CS Regional Holdings are regarded as connected persons of the Company. Accordingly, the establishment of CS Petroleum Company by the JV Partners constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. However, based on the capital contribution to be made by CSCL HK to the registered capital of CS Petroleum Company, each of the applicable percentage ratios exceeds 0.1% but is less than 5%, the establishment of CS Petroleum Company by the JV Partners is subject to the reporting and announcement requirements and is exempt from the independent shareholders’ approval requirements under Chapter 14A of the Listing Rules.

THE JOINT VENTURE AGREEMENT

The main terms of the Joint Venture Agreement are summarised as follows:

Date:

29 August 2012

Parties:

(a) CSCL HK;

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(b) CSD HK; and

(c) CS Regional Holdings.

Registered Capital and Capital Contribution:

The total registered capital of CS Petroleum Company is proposed to be US$5,000,000 (equivalent to approximately RMB31,695,500), out of which 91% shall be contributed by CSCL HK (i.e. US$4,550,000) (equivalent to approximately RMB28,842,905), 5% shall be contributed by CSD HK (i.e. US$250,000) (equivalent to approximately RMB1,584,775) and 4% shall be contributed by CS Regional Holdings (i.e. US$200,000) (equivalent to approximately RMB1,267,820). Such capital contributions shall be made in cash and in one tranche by the JV Partners within one month after completion of incorporation registration of CS Petroleum Company.

The Group intends to use its internal resources to satisfy its requisite capital contribution to CS Petroleum Company.

Apart from the capital contribution, the operation of CS Petroleum Company will be funded by way of working capital for marine fuel purchasing being sourced from deposit made by shipping companies.

Shareholding:

Upon its establishment, the equity interests in CS Petroleum Company will be owned by the JV Partners proportionally according to their respective contributions mentioned above.

• Purpose and Scope of Business:

• CS Petroleum Company is to be formed to provide services in relation to overseas sourcing, supply, trading and finance of marine fuel mainly to the JV Partners and their respective holding companies, subsidiaries or associated companies.

Board Composition:

• Subject to the terms of the Joint Venture Agreement, the board of directors of CS Petroleum Company will consist of six members, each of the JV Partners shall appoint two directors onto the board of directors of CS Petroleum Company. The general manager of CS Petroleum Company will be nominated by CSCL HK and appointed by the board of directors of CS Petroleum Company.

REASON AND BENEFITS FOR ENTERING INTO THE JOINT VENTURE AGREEMENT

CS Petroleum Company shall engage in providing services in relation to overseas sourcing, supply, trading and finance of marine fuel mainly to the JV Partners and their respective holding companies, subsidiaries or associated companies.

To the best of the Directors’ knowledge and information, the establishment of CS Petroleum Company is mainly to execute and propel marine fuel purchasing of the JV Partners and their respective holding companies, subsidiaries or associated companies (including the Group). By virtue of centralized purchase, taking advantage of economies of scale, increasing bargaining power and entrusting professional company to operate in a centralized manner, CS Petroleum

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Company will analyze fuel market direction better and seize opportunities, appropriately purchase fuel and reduce purchasing cost so as to the possible extent guarantee quality and quantity of fuel and effectively control and reduce fuel costs.

The capital contribution to be made by each of the JV Partners was determined after arm’s length negotiation with reference to the amount of the registered capital of CS Petroleum Company and the shareholding to be held by each of the JV Partners.

GENERAL INFORMATION

1. Principal Business Activities

(a) CSCL HK

CSCL HK is principally engaged in international container shipping business.

(b) CSD HK

CSD HK is principally engaged in international shipping business.

(c) CS Regional Holdings

CS Regional Holdings is principally engaged in shipping business and related industrial investment, international marine passengers and cargo transportation, cargo transportation agent, vessel agent and related business.

2. Implications under the Listing Rules

As at the date of this announcement, CSCL HK is a wholly-owned subsidiary of the Company and China Shipping is the controlling shareholder of the Company. CSD HK is a wholly-owned subsidiary of CSDC, which in turn is a 30%-controlled company held by China Shipping. CS Regional Holdings is a wholly-owned subsidiary of China Shipping. Therefore, CSD HK and CS Regional Holdings are regarded as connected persons of the Company. Accordingly, the establishment of CS Petroleum Company by the JV Partners constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. However, based on the capital contribution to be made by CSCL HK to the registered capital of CS Petroleum Company, each of the applicable percentage ratios exceeds 0.1% but is less than 5%, the establishment of CS Petroleum Company by the JV Partners is subject to the reporting and announcement requirements and is exempt from the independent shareholders’ approval requirements under Chapter 14A of the Listing Rules.

The Board (including the independent non-executive directors) believes that the terms of the transaction contemplated under the Joint Venture Agreement are fair and reasonable, on normal commercial terms and in the interests of the Company and its shareholders as a whole.

In view of their relationships with China Shipping and their respective material interests in the establishment of CS Petroleum Company and the transactions contemplated under the Joint Venture Agreement, Mr. Li Shaode, Mr. Xu Lirong, Mr. Huang Xiaowen and Mr. Zhang Guofa (being executive Directors), Mr. Zhang Jianhua, Mr. Wang Daxiong, Mr. Zhang Rongbiao and Mr. Xu Hui (being non-executive Directors) has abstained from

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voting at the relevant Board meeting for approval of the Joint Venture Agreement and the transactions contemplated thereunder.

Upon the establishment of CS Petroleum Company, it shall be accounted for and consolidated in the Company’s audited consolidated accounts as a subsidiary in accordance with the Generally Accepted Accounting Principles of the PRC. CS Petroleum Company would therefore constitute a non wholly-owned subsidiary of the Company. Accordingly, all future transactions between CS Petroleum Company and any connected person of the Company would constitute connected transactions under the Listing Rules. If such transactions are entered into, the Company will comply with all applicable requirements regarding connected transactions under Chapter 14A of the Listing Rules.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following expressions have the following meanings:

“Board”	the board of directors of the Company
“China Shipping”	China Shipping (Group) Company (中國海運（集團）總公司), a
	PRC state-owned enterprise, which is the controlling shareholder
	of the Company, having an approximately 45.89% shareholding
	interest
“Company”	China Shipping Container Lines Company Limited (中海集裝箱
	運輸股份有限公司), a joint stock limited company established in
	the PRC, of which 3,751,000,000 H shares are listed on the Stock
	Exchange and 7,932,125,000 A shares are listed on the Shanghai
	Stock Exchange
“connected person”	has the meaning ascribed thereto under the Listing Rules
“CS Regional Holdings”	China Shipping Regional Holdings Sdn Bhd (中國海運（東南
	亞）控股有限公司), a limited company incorporated in Malaysia,
	which is a wholly-owned subsidiary of China Shipping
“CS Petroleum Company”	China Shipping (Singapore) Petroleum PTE. LTD. (中國海
	運（新加坡）石油有限公司), a limited liability company to be
	established by the JV Partners in Singapore
“CSCL HK”	China Shipping Container Lines (Hong Kong) Co., Ltd. (中海集
	裝箱運輸（香港）有限公司), a limited company incorporated in
	Hong Kong, which is a wholly-owned subsidiary of the Company
“CSDC”	China Shipping Development Company Limited (中海發展股份
	有限公司), a joint stock limited Company established in the PRC,
	whose H shares and A shares are listed in the Stock Exchange and
	the Shanghai Stock Exchange respectively, and in which China
	Shipping has an approximately 46.36% shareholding interest

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“CSD HK” China Shipping Development (Hong Kong) Marine Co., Ltd. (中 海發展（香港）航運有限公司), a limited company incorporated in Hong Kong, which is a wholly-owned subsidiary of CSDC “Group” the Company and its subsidiaries “Joint Venture Agreement” an agreement entered into between the JV Partners regarding the establishment of CS Petroleum Company “JV Partners” CSCL HK, CSD HK and CS Regional Holdings “Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange “percentage ratios” has the meaning ascribed to such term under the Listing Rules “PRC” People’s Republic of China “RMB” Renminbi, the lawful currency of the PRC “Stock Exchange” The Stock Exchange of Hong Kong Limited “US$” United States dollar, the lawful currency of the United States of America

By Order of the Board China Shipping Container Lines Company Limited Ye Yumang Company Secretary

Shanghai, the PRC 29 August 2012

The Board as at the date of this announcement comprises of Mr. Li Shaode, Mr. Xu Lirong, Mr. Huang Xiaowen, Mr. Zhang Guofa and Mr. Zhao Hongzhou, being executive Directors, Mr. Zhang Jianhua, Mr. Wang Daxiong, Mr. Zhang Rongbiao and Mr. Xu Hui, being non-executive Directors, and Mr. Shen Kangchen, Mr. Jim Poon (also known as Pan Zhanyuan), Mr. Shen Zhongying, Mr. Wu Daqi and Ms. Zhang Nan, being independent non-executive Directors.

The exchange rate adopted in this announcement for illustration purposes only is US$1.00 = RMB6.3391.

• The Company is registered as a non-Hong Kong company under Part XI of the Companies Ordinance (Chapter 32 of the Laws of Hong Kong) under its Chinese name and under the English name “China Shipping Container Lines Company Limited”.

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