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DFZQ Capital/Financing Update 2017

Nov 6, 2017

50931_rns_2017-11-06_fc915287-c342-4305-a1a8-02c1a6f2327a.pdf

Capital/Financing Update

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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company 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.

(A joint stock company incorporated in the People’s Republic of China with limited liability under the Chinese corporate name “ 東方證券股份有限公司 ” and carrying on business in Hong Kong as “ 東方證券 ” (in Chinese) and “DFZQ” (in English))

(Stock Code: 03958)

ANNOUNCEMENT REGARDING THE RECEIPT OF APPROVAL BY THE CSRC IN RELATION TO THE NON-PUBLIC ISSUANCE OF A SHARES

References are made to (i) the announcement of 東方證券股份有限公司 (the “ Company ”) dated February 28, 2017 in relation to, among other things, (1) the Proposed Non-public Issuance of A Shares, (2) connected transaction – proposed subscription of A Shares by substantial shareholder, and (3) the proposed subscription of A Shares by existing shareholders; (ii) the circular of the Extraordinary General Meeting and the H Shares Class Meeting (the “ Circular ”) dated March 30, 2017 of the Company; (iii) the announcement of the Company dated April 14, 2017 in relation to the poll results of the Extraordinary General Meeting, the A Shares Class Meeting and the H Shares Class Meeting held on April 14, 2017; (iv) the announcements dated May 15, 2017 and August 7, 2017, respectively, in relation to the Proposed Non-public Issuance of A Shares and proposed subscription of A Shares by existing shareholders; (v) the announcement in relation to the receipt of acceptance notice of the application for administrative permission from the CSRC dated June 8, 2017; and (vi) the announcement dated September 19, 2017 in relation to approval by the Issuance Approval Committee of the CSRC on application for Non-public Issuance of A Shares. Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the Circular.

On November 6, 2017, the Company received the “Approval in Relation to the Non-public Issuance of Shares by 東方證券股份有限公司” (Zheng Jian Xu Ke [2017] No. 1940) (《關於核准東方證券股份有限公司非開 發行票的批覆》(證監許可[2017]1940號)) from the CSRC, the main content of which is set out as follows:

  1. Approval of the Company’s non-public issuance of not more than 800 million new shares.

  2. The issuance of shares shall be implemented strictly in accordance with the application documents submitted to the CSRC.

  3. The approval document shall remain valid for six months from the date of approval of issuance.

  4. In the event that any material event happens to the Company during the period from the date of approval of issuance to completion of the issuance of shares, the Company shall promptly report to the CSRC and handle it in accordance with the relevant requirements.

The board of directors of the Company will handle matters related to the non-public issuance of shares in accordance with the requirements of the above approval document and the authorisation of the general meeting of the Company within prescribed period, and fulfill its disclosure obligations in a timely manner.

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Contact methods for the issuer and sponsors of the non-public issuance of shares are set out as follows:

1. Issuer:東方證券股份有限公司 Issuer:東方證券股份有限公司
Contact persons : Wang Rufu, Wang Huimin
Tel : 021-63326373
Fax : 021-63326010
Email : [email protected]
2. Sponsor (joint lead underwriter): Guotai Junan Securities Co., Ltd.
Sponsor representatives : Miao Tao, Jin Licheng
Contact persons : Yu Juntai, Zhou Wei
Tel : 021-38676542、021-38677936
Fax : 021-38670542、021-50651751
  1. Sponsor (joint lead underwriter): Citi Orient Securities Co., Ltd.

Sponsor representatives : Su Yuexing, Sun Xiaoqing Contact persons : Liu Li, Tong Yi Tel : 021-23153864、021-23153824 Fax : 021-23153502、021-23153503

By order of the Board of Directors

PAN Xinjun Chairman

Shanghai, PRC November 6, 2017

As at the date of this announcement, the Board comprises Mr. PAN Xinjun and Mr. JIN Wenzhong as executive Directors; Mr. WU Jianxiong, Mr. ZHANG Qian, Mr. WU Junhao, Mr. CHEN Bin, Mr. LI Xiang, Mr. XU Jianguo, Ms. HUANG Laifang and Mr. ZHOU Yao as non-executive Directors; and Mr. XU Guoxiang, Mr. TAO Xiuming, Mr. WEI Anning, Mr. XU Zhiming and Mr. JIN Qinglu as independent non-executive Directors.

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