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CITIC LIMITED
Statutory Disclosure
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Notes:
1.
CITIC Group is deemed to be interested in 26,055,943,755 shares: (i) by attribution of the interests of its two wholly-owned subsidiaries, CITIC
Polaris (9,463,262,637 shares) and CITIC Glory (7,446,906,755 shares); and (ii) because CITIC Group is a party to the Share Purchase Agreement
and the Preferred Shares Subscription Agreement which, reading together, constitute an agreement to which section 317(1) of the SFO applies,
and accordingly CITIC Group has aggregated its interests in the shares with the interests of the other parties to the Share Purchase Agreement
and the Preferred Shares Subscription Agreement.
2.
CITIC Glory is beneficially interested in 7,446,906,755 shares of the Company.
3.
CITIC Polaris is deemed to be interested in 18,609,037,000 shares: (i) by including 9,463,262,637 shares it holds as beneficial owner; and (ii)
because CITIC Polaris is a party to the Share Purchase Agreement which, reading together with the Preferred Shares Subscription Agreement,
constitute an agreement to which section 317(1) of the SFO applies, and accordingly CITIC Polaris has aggregated its interests in the shares
with the interests of the other parties to the Share Purchase Agreement and the Preferred Shares Subscription Agreement.
4.
CT Bright is deemed to be interested in 22,728,222,755 shares: (i) by including 5,818,053,363 shares it holds as beneficial owner; and (ii) because
CT Bright is a party to the Share Purchase Agreement and the Preferred Shares Subscription Agreement which, reading together, constitute an
agreement to which section 317(1) of the SFO applies, and accordingly CT Bright has aggregated its interests in the shares with the interests
of the other parties to the Share Purchase Agreement and the Preferred Shares Subscription Agreement. CT Bright has a short position of
5,818,053,363 shares because it is under an obligation to deliver a maximum of 5,818,053,363 shares to CITIC Polaris if CITIC Polaris’ right of first
refusal under the Share Purchase Agreement is exercised in full.
5.
CT Brilliant is deemed to be interested in 22,728,222,755 shares and to have a short position of 5,818,053,363 shares as a shareholder of CT
Bright directly holding 50% equity interest in CT Bright.
6.
CPG is deemed to be interested in 22,728,222,755 shares and to have a short position of 5,818,053,363 shares as a shareholder of CT Bright
indirectly holding 50% equity interest in CT Bright through CT Brilliant, its wholly-owned subsidiary.
7.
ITOCHU is deemed to be interested in 22,728,222,755 shares and to have a short position of 5,818,053,363 shares as a shareholder of CT Bright
directly holding 50% equity interest in CT Bright.
Purchase, Sale or Redemption of Listed Securities
On 15 April 2016, the Company redeemed all the U.S.$750,000,000 7.875% perpetual subordinated capital
securities issued on 15 April 2011. The Securities were delisted from the Hong Kong Stock Exchange effective on
27 April 2016. Save as disclosed above, neither the Company nor any of its subsidiaries has purchased, sold or
redeemed any of the Company’s listed securities during the six months ended 30 June 2016.
Corporate Governance
The Company is committed to maintaining high standards of corporate governance. The board of directors
believes that good corporate governance practices are important to promote investor confidence and protect
the interests of our shareholders. Looking ahead, we will keep our governance practices under continual review
to ensure their consistent application and will continue to improve our practices having regard to the latest
developments. Details of our corporate governance practices can be found in the Company’s Annual Report
2015 and on the Company’s website at
www.citic.com.
Board Changes
On 18 March 2016, Ms Cao Pu retired from the board as a non-executive director and a member of the audit
and risk management committee of the Company. On the same date, Mr Song Kangle and Mr Li Rucheng
were appointed as non-executive directors of the Company and Mr Paul Chow Man Yiu was appointed as an
independent non-executive director of the Company.
On 12 April 2016, Mr Yu Zhensheng retired from the board as a non-executive director of the Company and
Ms Yan Shuqin was appointed as a non-executive director of the Company.